NThrive launches $1.265B 1st-lien, $460M 2nd-lien term loans for M&A

NThrive Inc. is in market today with $1.265 billion first-lien and $460 million second-lien covenant-lite term loans to finance its previously announced acquisition of the healthcare data and analytics business of TransUnion, according to sources. Commitments are due by 3 p.m. ET on Nov. 18.

Price talk for the seven-year first-lien term loan is L+400, with a 0.5% Libor floor and an OID of 99. There are two leverage-based pricing step-downs of 25 basis points at 0.5x and 1x inside closing first-lien leverage and an additional 25-bps step-down upon completion of an IPO. Lenders are offered six months of 101 soft call protection.

Price talk for the eight-year second-lien term loan is L+675-700, with a 0.5% floor and an OID of 98.5. There are hard calls at 102 and 101 in years one and two, respectively.

At talk, the yield to maturity is 4.76% on the first-lien tranche and 7.72%-7.98% on the second-lien.

J.P. Morgan is left lead on the first-lien term loan, and Deutsche Bank is left on the second-lien.

First-lien ratings came in at B/B2/B+, with recovery ratings of 3 and 2 from S&P Global Ratings and Fitch, respectively. The second-lien is rated CCC/Caa2/CCC, with recovery ratings of 6. Corporate ratings are B-/B3/B-, with stable outlooks. MedAssets Software Intermediate Holdings Inc. is the borrower.

In addition to the term loans, financing for the issuer will include a $150 million revolver due 2026 with a springing first-lien leverage covenant.

NThrive Inc. announced in October that it reached an agreement to acquire the healthcare data and analytics business of TransUnion for $1.735 billion. Debt financing commitments were provided by J.P. Morgan, Deutsche Bank, Golub Capital, Barclays, BMO Capital Markets, Credit Suisse and Jefferies. Additional funding comes from $400 million in new common equity and $310 million in new preferred equity, bringing pro forma total preferred equity at closing to $460 million, according to Moody's. Closing of the acquisition is expected in the fourth quarter.

In addition to funding the acquisition, the company is refinancing its existing loans. NThrive in January placed a $500 million covenant-lite first-lien term loan due January 2028 (L+375, 0.75% floor) and privately placed a $120 million second-lien term loan due January 2029 to finance its buyout by Clearlake Capital Group.

NThrive provides healthcare revenue cycle management software-as-a-service solutions, including patient access, charge integrity, claims management, contract management, analytics and education.