Tibco Software reworks term B and asset-sale loan sizes, updates terms

By Sara Rosenberg

New York, Nov. 24 – Tibco Software Inc. upsized its six-year covenant-light first-lien term loan B to $1.67 billion from $1.65 billion and its one-year asset-sale bridge loan to $350 million from $300 million, according to a market source.

Also, pricing on the term loan B was increased to Libor plus 550 basis points from Libor plus 450 bps, the original issue discount widened to 95 from talk of 98˝ to 99, and the 101 soft call protection was extended to one year from six months, the source said.

The term loan B still has 1% Libor floor.

Meanwhile, pricing on the asset-sale loan remained at Libor plus 450 bps with a 1% Libor floor, but the discount firmed at 99˝, the tight end of the 99 to 99˝ talk, the source said.

Also, the 12-month MFN sunset on the term loan was removed.

In addition, the incremental allowance was changed to $225 million and 3.6 times total first-lien net leverage from $350 million and 3.85 times total first-lien net leverage, and the excess cash flow sweep was modified to 75% at 5.75 times total net leverage with step-downs to 50%, 25% and 0% from 50% at 5.35 times total net leverage with step-downs to 25% and 0%.

Furthermore, the junior debt buyback was revised to $25 million per year from $30 million per year, and the incurred or assumed ratio test for permitted acquisitions was modified to 3.6 times total first-lien net leverage from 3.85 times total first-lien net leverage.

There were also changes to EBITDA, the reporting period and the asset sale of non-credit party guarantors, the source added.

The company’s now $2,145,000,000 secured credit facility, up from $2,075,000,000, provides for a $125 million five-year revolver as well.

J.P. Morgan Securities LLC, Jefferies Finance LLC, Apollo and MCS Capital are the leads on the debt.

Proceeds will be used to help fund the buyout of the company by Vista Equity Partners for $24.00 per share in cash, or a total of about $4.3 billion, including the assumption of net debt.

Other funds for the transaction will come from $950 million of senior unsecured notes, $543 million of cash from the balance sheet and $1,614,000,000 of equity.

First-lien leverage is 4.4 times, and total leverage is 6.9 times.

Closing is expected in the fourth quarter, subject to approval by Tibco stockholders, regulatory approvals and other customary conditions.

Tibco is a Palo Alto, Calif.-based infrastructure and business intelligence software company.

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