TPG units lift revolver to $1.2 billion, extend maturity to 2028

By Mary-Katherine Stinson

Lexington, Ky., Sept. 27 – TPG Inc.’s indirect subsidiaries, TPG Operating Group II, LP, TPG Operating Group I, LP, TPG Holdings II Sub, LP and TPG Operating Group III, LP, entered into an amended and restated revolving credit facility on Sept. 26 in order to provide additional flexibility and bolster its liquidity position in anticipation of a planned acquisition, according to an 8-K filing with the Securities and Exchange Commission.

The senior unsecured revolver amends and restates the borrowers’ existing revolving credit facility entered into on Jan. 1, 2012 most recently amended and restated on July 15, 2022.

The restated agreement, among other things, extends the maturity date of the revolver to September 26, 2028 from July 15, 2027, increases the aggregate revolving commitments to $1.2 billion from $700 million and increases the commitment increase cap to $1.5 billion from $1 billion.

Other modifications up the required minimum amount of fee generating assets under management; provide an 18-month timeline for establishing, at the option of the borrower, specified key performance indicators for certain ESG targets to qualify for interest rate adjustments; allow additional flexibility for internal reorganizations; and establish certain limited condition availability provisions and other adjustments for the company’s acquisition of Angelo, Gordon & Co, LP, AG Funds LP and certain affiliated entities.

Bank of America, NA is the administrative agent.

BofA Securities, Inc., Bank of China Ltd., New York Branch, Goldman Sachs Bank USA, JPMorgan Chase Bank, NA and Wells Fargo Securities LLC are the joint lead arrangers and joint bookrunners.

Bank of China, Goldman Sachs, JPMorgan and Wells Fargo Bank, NA are also serving as co-syndication agents.

BofA Securities is sustainability coordinator.

Term loan

Also on Sept. 26, TPG Operating Group II as borrower and TPG Operating Group I, Holdings II Sub and TPG Operating Group III as guarantors entered into an amended and restated term loan agreement with Wells Fargo Bank as administrative agent, lead arranger and bookrunner.

The term loan agreement amends and restates the existing term loan agreement entered into on Dec. 2, 2021 and most recently amended and restated on July 15, 2022.

The term loan agreement extends the maturity of the facility to March 31, 2026 from Dec. 2, 2024; increases the required minimum amount of fee generating assets under management; provides for additional flexibility with respect to internal reorganizations; and provides for certain other adjustments in connection with the acquisition.

Both agreements contain financial covenants requiring a maximum net leverage ratio and requiring the company to keep a minimum amount of fee generating assets under management, each tested quarterly.

For the term loan, Wells Fargo Bank is the administrative agent, with Wells Fargo Securities as lead arranger and bookrunner.

Previously known as Texas Pacific Group, TPG is a private equity firm.

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