TransUnion (NYSE:TRU) Files An 8-K Entry into a Material Definitive Agreement

TransUnion (NYSE:TRU) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01Entry into a Material Definitive Agreement.

Story continues below

On June 29, 2018, TransUnion Intermediate Holdings, Inc. (“Holdings”) and Trans Union LLC (the “Borrower”), wholly-owned subsidiaries of TransUnion (“TransUnion” or the “Company”), amended 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, Amendment No.12, dated as of January31, 2017, Amendment No. 13, dated as of August 9, 2017, Amendment No. 14, dated as of May 2, 2018, and Amendment No. 15, dated as of June 19, 2018, collectively, the “Credit Agreement”). Capitalized terms used and not otherwise defined herein have the respective meanings given such terms in the Credit Agreement. to the Amendment No.16 to the Credit Agreement, dated as of June 29, 2018, by and among Holdings, the Borrower, the guarantors party thereto, Deutsche Bank Securities, Inc., RBC Capital Markets, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Capital One, N.A., 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 to provide for additional Incremental Term B-4 Loans (the “2018 Additional Incremental Term B-4 Loans”) in an aggregate principal amount of $400,000,000, the proceeds of which were used (i) to finance the acquisition of iovation, Inc., a Delaware corporation (“iovation”) from the equity holders thereof (collectively, the “Sellers”) to that certain Agreement and Plan of Merger, dated as of May 17, 2018, by and among the Borrower, Fire MergerSub, Inc., iovation and the Sellers, (ii) to repay certain outstanding revolving loans under the Credit Agreement (the “Revolving Loan Prepayment”) and (iii) to pay fees and expenses incurred in connection with the acquisition. The 2018 Additional Incremental Term B-4 Loans rank pari passu in right of payment and pari passu in right of security with the Revolving Credit Loans, the 2017 Replacement Term B-3 Loans, the Existing 2018 Incremental Term B-4 Loans and the 2017 Replacement Term A-2 Loans and will be treated the same in all respects as the Existing 2018 Incremental Term B-4 Loans, except as otherwise set forth in the Credit Agreement, as amended.

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.

Item 2.03Creation 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.

An ad to help with our costs