TransUnion (NYSE:TRU) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
On August9, 2017 (the “Amendment No.13 Effective Date”), TransUnion Intermediate Holdings, Inc. (“Holdings”) and Trans Union LLC (the “Borrower”), wholly-owned subsidiaries of TransUnion (“TransUnion” or the “Company”), amended and restated the Credit Agreement, dated as of June15, 2010, by and among Holdings, the Borrower, the guarantors party thereto, Deutsche Bank Trust Company Americas, as Administrative Agent, and the lenders party thereto from time to time (as amended, amended and restated, supplemented and/or otherwise modified to Amendment No.1, dated as of February10, 2011, Amendment No.2, dated as of February27, 2012, Amendment No.3, dated as of April17, 2012, Amendment No.4, dated as of February5, 2013, Amendment No.5, dated as of November22, 2013, Amendment No.6, dated as of December16, 2013, Amendment No.7, dated as of April9, 2014, Amendment No.8, dated as of June2, 2015, Amendment No.9, dated as of June30, 2015, Amendment No.10, dated as of March31, 2016, Amendment No.11, dated as of May31, 2016, and Amendment No.12, dated as of January31, 2017, collectively, the “Credit Agreement”). to the Amendment No.13 to the Credit Agreement, dated as of August9, 2017 (the “Thirteenth Amendment”), by and among Holdings, the Borrower, the guarantors party thereto, Deutsche Bank Securities, Inc., Capital One, N.A., Goldman Sachs Lending Partners LLC, JPMorgan Chase Bank, N.A., Merrill Lynch, Pierce, Fenner& Smith Incorporated, RBC Capital Markets and Wells Fargo Securities, LLC, as Joint Lead Arrangers, Deutsche Bank AG New York Branch, as Administrative Agent and Collateral Agent, and the lenders party thereto, the Credit Agreement was amended and restated to (i)extend the maturity date of the revolving credit facility to August 2022, increase the aggregate commitment amount thereunder to $300 million and lower the applicable margin, (ii)refinance existing term A loans with replacement term A loans maturing in August 2022, increase the aggregate principal amount of term A loans to $400 million and lower the applicable margin, (iii)reprice existing term B loans with lower applicable margin and (iv)amend or modify certain other terms of the Credit Agreement.
Holdings and its direct and indirect wholly-owned subsidiaries party to the Credit Agreement and ancillary agreements and documents (other than the Borrower) continue to provide an unconditional guaranty of all amounts owing under the Credit Agreement. With certain exceptions, the obligations are secured by a first-priority security interest in substantially all of the assets of the Borrower, Holdings and the other guarantors, including their investments in subsidiaries. The Credit Agreement contains various restrictions and nonfinancial covenants, including restrictions on dividends, investments, dispositions, future borrowings and other specified payments.
Goldman Sachs Lending Partners LLC, an affiliate of Goldman Sachs& Co. LLC, is a Revolving Credit Lender and a Joint Lead Arranger and Joint Bookrunner under the Credit Agreement as amended by the Thirteenth Amendment. Investment funds affiliated with Goldman Sachs& Co. LLC own approximately 13.0% of the issued and outstanding common stock of TransUnion. Goldman Sachs& Co. LLC and its affiliates, including Goldman Sachs Lending Partners LLC, have in the past engaged, and may in the future engage, in transactions with and perform services, including commercial banking, financial advisory and investment banking services, for us and our affiliates in the ordinary course of business, for which they have and/or will receive customary fees and expenses.
| Item 1.01 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth under Item 1.01 is incorporated herein by reference.
About TransUnion (NYSE:TRU)
TransUnion, formerly TransUnion Holding Company, Inc., is a risk and information solutions provider to businesses and consumers. The Company operates through three segments: US Information Services (USIS), International and Consumer Interactive. The USIS segment provides consumer reports, risk scores, analytical services and decisioning capabilities to businesses. The International segment provides services similar to its USIS segment to businesses in select regions outside the United States. The Company’s Consumer Interactive segment offers solutions that help consumers manage their personal finances and take precautions against identity theft. The Company has operations across various industry verticals, including financial services, insurance and healthcare. The Company has presence in over 30 countries across North America, Africa, Latin America and Asia.