US LevFin Wrap — Buysiders bite on bonds in the week’s LBOs

Dan Mika
+William Hoffman
+ 1 more

25 October 2024•4 min read

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It’s peak spooky season and loan investors were scared off from some of this week’s more frightening leveraged buyout actions.

Banks are eager to empty all the deals remaining from their forward calendar ahead of the election and yearend in what is kind of becoming a “bring out your dead” environment, as sources described it.

Healthcare revenue provider R1 RCM initially brought a Deutsche Bank-led TLB and RBC-led SSNs both due 2031 as part of the financing for its take-private deal by CD&R and Towerbrook. However, it adjusted that ratio of loans to bonds in the hours before the Thursday commitment deadline, moving $300m from the now $2.8bn TLB offering to the now-$1.3bn SSN.

Buysiders also had a taste for the bonds in Platinum Equity and Butterfly’s buyout of Rise Baking, which initially sought to fund a $1.3bn debt package equally split between bonds and loans. 9fin sources said the book for the bonds was oversubscribed while the co-issued loans struggled to get the same traction, and that waning demand for single-B CLOs put on further pressure. Spreads also widened in syndication as buyers soured on the offering details.

Rise shifted its offering to a $900m 8.625% SSN due 2031 and a privately placed $400m SOFR+500bps TLB due 2031. Sources said a small group of investors took down the loan with one buyer accounting for the majority of the deal.

Still, these examples of softer loan demand are likely more issuer-specific, sources said. Attendees at ABS East this week were still extremely bullish on loan demand and one portfolio manager said the slate of upcoming repricings is still robust.

Human resources software company UKG was among the borrowers looking to cut spread and managed to reduce the margin on its $6.319bn loan by 50bps.

“We're seeing some meaningful inflows to our retail funds on a daily basis,” the portfolio manager said. “You have all this demand chasing very limited supply, which just means more repricings and really tough allocations on new money deals.”

Food fight

Investors were snacking on a few deals in the consumer retail space this week.

In addition to Rise Bakery’s deal, Aspire Bakeries was also out with a $608.5m TLB due 2030 this week, in order to recapitalize the business as sponsor Lindsay Goldberg rolls its equity in the business into a continuation vehicle. Rise and Aspire may have split attention between two similar businesses that serve sweets and baked goods to major retailers across the US.

Meanwhile the protein bar maker 1440 Foods is out with a $875m TLB due 2031 to fund its $700m acquisition of FitCrunch, a protein bar brand cultivated by Robert Irvine, host of Food Network’s “Restaurant Impossible.”

Sources said the deal was not generating a ton of enthusiasm this week with multiple investors noting the high acquisition cost and underperforming assets, as well as the wide price talk at S+475bps-500bps.

Life Time’s family-friendly pitch

Gyms seem like the place to go after gorging on too much Halloween candy, but Life Time Fitness hopes investors don't see it as such.

Instead, Life Time told prospective lenders it envisions itself as a destination for the whole family while pricing a $1bn SOFR+250bps TLB due 2031 and $500m 6% SSNs due 2031 earlier in the week to refinance approaching maturities.

Life Time has managed to weather the post-pandemic economy better than competitors like the luxury gym brand Equinox, which took out $1.8bn in a private deal in March, and the Equinox-owned Blink Fitness, which declared bankruptcy in August.

Elsewhere, PE firms are still struggling to find exit opportunities and are turning to debt-funded divided deals instead.

Bain Capital and Parthenon Capital announced plans to sell a $1.5bn minority stake in the healthcare payment business Zelis to the Abu Dhabi sovereign wealth fund Mubadala while issuing a $2.1bn TLB to fund a shareholder dividend.

Dividend recaps are also growing more frequent in Europe, our colleagues write, as a stiff M&A market leaves PE firms with few exit opportunities and the buy side with little new paper to buy.