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Published on 5/3/2016 in the Prospect News Bank Loan Daily.

Russell ups spread on $650 million term loan B to Libor plus 575 bps

By Sara Rosenberg

New York, May 3 – Russell Investments increased pricing on its $650 million seven-year covenant-light term loan B to Libor plus 575 basis points from talk of Libor plus 450 bps to 475 bps, according to a market source.

Also, the original issue discount on the term loan was changed to 97 from 98.5 and the 101 soft call protection was extended to one year from six months, the source said.

In addition, the 18-month MFN sunset was eliminated, the incremental free and clear was reduced to $100 million from $150 million and the incremental incurrence ratios were revised to 3.75 times first-lien net leverage and 5.25 times total net leverage, which is 0.25 times less than initially proposed.

Furthermore, the excess cash flow sweep is now 75% at more than 3.5 times first-lien net leverage, 50% at more than 3 times first-lien net leverage and 25% at less than 2.5 times first-lien net leverage, instead of opening at 50%, the source continued.

The term loan still has a 1% Libor floor.

The company’s $700 million credit facility (Ba2/BB/BB) also includes a $50 million five-year revolver.

Barclays, Macquarie Capital (USA) Inc. and Credit Suisse Securities (USA) LLC are the bookrunners on the deal.

Commitments are due at noon ET on Wednesday, the source added.

Proceeds will be used to help fund the buyout of the company by TA Associates and Reverence Capital Partners from London Stock Exchange Group plc in a transaction valued at $1.15 billion, subject to customary closing adjustments.

Closing is expected in the first half of this year, conditioned on regulatory and other required approvals.

Net leverage is 3.9 times.

Russell Investments is a Seattle-based asset manager.


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