ProQuest, Merlin Entertainments break; Iridium Satellite trims term loan spread twice

By Sara Rosenberg

New York, Oct. 17 – ProQuest LLC firmed pricing on its term loan B at the low end of guidance, removed a step-down, adjusted the issue price and revised documentation before freeing up for trading on Thursday, and Merlin Entertainments plc’s term loan hit the secondary market as well.

In more happenings, Iridium Satellite LLC lowered the spread on its term loan, increased the Libor floor and tightened the original issue discount.

Also, Highway Ventures Borrower LLC, Simply Good Foods Co. (Atkins Nutritional Holdings Inc.), Compassus LLC, Ascensus Inc., National Mentor and Promontory Interfinancial Network LLC disclosed price talk with launch, and Wesco Aircraft Holdings Inc., Parts Town and WorldStrides joined the near-term primary calendar.

ProQuest reworked, trades

ProQuest finalized pricing on its $725 million seven-year first-lien term loan B (B2/B) at Libor plus 350 basis points, the low end of the Libor plus 350 bps to 375 bps talk, removed the 25 bps step-down at 3.5x first-lien net leverage, and tightened the original issue discount to 99.75 from 99.5, a market source said.

Furthermore, documentation changes were made to incremental, MFN, restricted payments, junior debt payments, investments and EBITDA, and the company is now required to hold quarterly lender calls and quarterly management discussion and analysis.

As before, the term loan has a 0% Libor floor and 101 soft call protection for six months.

Recommitments were due at noon ET on Thursday and the term loan broke for trading later in the day at par bid, par ½ offered, another source added.

Goldman Sachs Bank USA is the left lead on the deal that will refinance an existing term loan B due 2021. BofA Securities, Inc. is the administrative agent on the loan.

ProQuest is an Ann Arbor, Mich.-based provider of digital content and Software as a Service solutions primarily for the academic community.

Merlin frees up

Merlin Entertainments’ £941 million equivalent U.S. seven-year covenant-lite term loan B began trading, with levels quoted at par bid, par ½ offered, according to a market source.

Pricing on the U.S. term loan is Libor plus 325 bps with a 0% Libor floor and it was sold at an original issue discount of 99.75. The debt has 101 soft call protection for six months.

The company is also getting a $172.5 million delayed-draw term loan and a £1,252,000,000 equivalent euro seven-year covenant-lite term loan B.

The euro term loan is priced at Euribor plus 300 bps with a 0% floor and was issued at a discount of 99.75. This tranche has 101 soft call protection for six months as well.

During syndication, pricing on the U.S. term loan firmed at the low end of the Libor plus 325 bps to 350 bps talk, pricing on the euro term loan was set at the low end of the Euribor plus 300 bps to 325 bps talk, and the discount on both tranches was revised from 99.5.

Merlin lead banks

BofA Securities, Inc., Deutsche Bank Securities Inc., Barclays, HSBC, Mizuho, UniCredit, SMBC, Bank of China and Santander are leading Merlin Entertainments’ bank debt, with BofA left on the U.S. loan and Deutsche left on the euro loan.

Proceeds from the term loans will be used with £635 million equivalent of notes to help fund the buyout of the company by Kirkbi, Blackstone and Canada Pension Plan Investment Board.

Merlin is a Poole, England-based operator of hotels and holiday attractions.

Iridium revised

Back in the primary market, Iridium Satellite cut pricing on its $1.45 billion seven-year covenant-lite term loan B in the afternoon to Libor plus 375 bps from revised talk that was announced in the morning of Libor plus 400 bps and initial talk at launch in the range of Libor plus 425 bps to 450 bps, changed the Libor floor to 1% from 0% and moved the original issue discount to 99.5 from 99, according to a market source.

Also, with the second reverse flex, the company removed a 25 bps step-down upon B1/B+ corporate family ratings that was added at the time of the first spread change, the source said.

The term loan has 101 soft call protection for six months and 50 bps MFN for life.

The company’s $1.55 billion of credit facilities (B1/B+) also include a $100 million five-year revolver.

Recommitments were due at 5 p.m. ET on Thursday, the source added.

Deutsche Bank Securities Inc., Barclays, Credit Suisse Securities (USA) LLC, Wells Fargo Securities LLC and Societe Generale are leading the deal that will be used with cash on hand to refinance the company’s existing $1.55 billion export credit facility.

Iridium is a McLean, Va.-based satellite communications company.

Highway details surface

Highway Ventures hosted its call on Thursday afternoon and launched a $300 million seven-year senior secured covenant-lite term loan B talked at Libor plus 375 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source remarked.

Commitments are due at 5 p.m. ET on Oct. 31, the source added.

Citigroup Global Markets Inc. is leading the deal that will be used to finance a distribution to Service Properties Trust and pay fees and expenses.

Closing is expected during the week of Nov. 4.

Highway Ventures, currently wholly-owned indirectly by Service Properties Trust, is the owner of a portfolio of 35 travel center properties.

Simply Good guidance

Simply Good Foods released talk of Libor plus 400 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $460 million incremental first-lien term loan B (B1/B+) due July 7, 2024 that launched with a bank meeting during the session, a market source said.

Commitments are due at 5 p.m. ET on Oct. 31, the source added.

Barclays, Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC, SunTrust Robinson Humphrey Inc., Deutsche Bank Securities Inc. and BMO Capital Markets are leading the loan that will be used with cash on the balance sheet and equity to fund the acquisition of Quest Nutrition LLC for $1 billion in cash, or about $870 million net of tax benefits, on a cash-free and debt-free basis.

Closing is expected by year-end, subject to customary conditions and regulatory clearance.

Simply Good is a Denver-based developer, marketer and seller of nutritional foods and snacking products. Quest Nutrition is an El Segundo, Calif.-based healthy lifestyle food company.

Compassus launches

Compassus held its bank meeting, launching its $400 million term loan B (B3/B) at talk of Libor plus 500 bps with a 0% Libor floor, an original issue discount of 98.5 and 101 soft call protection for six months, according to a market source.

Commitments are due at noon ET on Oct. 31, the source said.

BofA Securities, Inc., Jefferies LLC, Barclays, Capital One and Houlihan Lokey are leading the deal that will be used with equity to fund the acquisition of the company by TowerBrook Capital Partners and Ascension.

Compassus is a Nashville-based post-acute care company.

Ascensus holds call

Ascensus emerged in the morning with plans to launch on its afternoon lender call a non-fungible $160 million covenant-lite first-lien term loan (B-) due December 2022 talked at Libor plus 425 bps with a 1% Libor floor, an original issue discount of 99.25 and 101 soft call protection for six months, a market source remarked.

Commitments are due at 5 p.m. ET on Oct. 24, the source added.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used to fund tuck-in acquisitions.

Ascensus is a Dresher, Pa.-based service provider of retirement and college savings plans.

National Mentor talk

National Mentor came out with original issue discount talk of 99 on its fungible $100 million incremental first-lien term loan B (B1/B) due March 2026 that launched with a morning call, according to a market source.

Like the existing term loan B, the incremental term loan is priced at Libor plus 425 bps with a 0% Libor floor.

The incremental term loan has 101 soft call protection for six months, the source said.

Commitments are due at noon ET on Wednesday.

Goldman Sachs Bank USA and UBS Investment Bank are leading the deal that will be used to fund a distribution to existing equity holders.

National Mentor, formerly known as Civitas Solutions Inc., is a Boston-based provider of home- and community-based health and human services for individuals with disabilities and other special needs.

Promontory proposed terms

Promontory Interfinancial Network launched at its bank meeting a $620 million seven-year covenant-lite first-lien term loan (B1/B) talked at Libor plus 400 bps to 425 bps with a 0% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

Commitments are due on Oct. 30, the source said.

The company’s $950 million of credit facilities also include a $100 million revolver (B1/B) and a $230 million privately placed second-lien term loan.

Morgan Stanley Senior Funding Inc., Nomura, RBC Capital Markets, UBS Investment Bank and Blackstone are leading the deal that will be used to help fund the buyout of the company by the Blackstone Group.

Promontory Interfinancial is an Arlington, Va.-based provider of balance sheet management solutions to banks.

Wesco on deck

Also in the primary market, Wesco Aircraft will hold a bank meeting at 10 a.m. ET in New York on Monday to launch a $600 million seven-year covenant-lite term loan B, a market source said.

Deutsche Bank Securities Inc., BofA Securities, Inc., Jefferies LLC, Barclays, BNP Paribas Securities Corp., Goldman Sachs Bank USA and HSBC Securities (USA) Inc. are leading the deal that will be used to help fund the buyout of the company by Platinum Equity for $11.05 per share in cash, or about $1.9 billion.

Upon completion, Wesco will be combined with Platinum Equity portfolio company Pattonair, a U.K.-based provider of supply chain management services for the aerospace and defense industries.

Closing is expected by year-end, subject to Wesco shareholder approval, regulatory clearances and other customary conditions.

Wesco is a Valencia, Calif.-based distributor and provider of supply chain management services to the aerospace industry.

Parts Town coming soon

Parts Town scheduled a lender meeting for Wednesday to launch a $788 million unitranche first-lien term loan that is talked at Libor plus 550 bps with a 1% Libor floor and an original issue discount of 99, a market source remarked.

Golub Capital is leading the deal.

The term loan, which already funded, is being used with additional cash and rollover equity to fund the acquisition of Heritage Foodservice Group and refinance existing debt.

Berkshire Partners is the sponsor.

Parts Town is an Addison, Ill.-based OEM parts distributor and service provider to the foodservice equipment market. Heritage Parts is a Fort Wayne, Ind.-based provider of replacement parts for commercial and institutional kitchen equipment.

WorldStrides readies loan

WorldStrides set a lender call for 11 a.m. ET on Friday to launch a $50 million add-on senior secured term loan B (B1), according to a market source.

Goldman Sachs Bank USA is leading the deal that will be used for mergers and acquisitions.

WorldStrides is a Charlottesville, Va.-based provider of educational student travel.

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