RSA Security updates pricing on first- and second-lien term loans

By Sara Rosenberg

New York, April 16 – RSA Security LLC firmed pricing on its $1.114 billion seven-year first-lien term loan (B1/B/BB-) and $436 million delayed-draw first-lien term loan (B1/B/BB-) at Libor plus 475 basis points, the high end of the Libor plus 450 bps to 475 bps talk, according to a market source.

Furthermore, the 101 soft call protection on the first-lien term loan was extended to one year from six months.

In addition, pricing on the company’s $286 million eight-year second-lien term loan (Caa1/B-/CCC+) and $164 million delayed-draw second-lien term loan (Caa1/B-/CCC+) was set at Libor plus 775 bps, the low end of the Libor plus 775 bps to 800 bps talk, the source said.

Also, the original issue discount on the second-lien term loan was revised to 98.25 from 98.5.

Both term loans still have a 0.75% Libor floor, and the first-lien term loan debt still has an original issue discount of 99.

Earlier in syndication, ticking fees on the first- and second-lien delayed-draw term loans were changed to half the margin from days 31 to 75 and the full margin plus the floor thereafter, from half the margin from days 46 to 75 and the full margin plus the Libor floor thereafter.

JPMorgan Chase Bank, Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA, UBS Investment Bank, BofA Securities Inc., Barclays and Jefferies LLC are the leads on the deal, with JPMorgan the left lead on the first-lien and Morgan Stanley the left lead on the second-lien.

Proceeds will be used to support a new equity investment from Clearlake Capital Group LP. With this investment, Clearlake will become an equal partner with Symphony Technology Group, which initially acquired the business in 2020 alongside Ontario Teachers’ Pension Plan Board from Dell Technologies. Ontario Teachers’ will remain a significant minority shareholder.

Closing is expected in the second quarter, subject to regulatory approvals.

RSA is a Bedford, Mass.-based provider of mission critical cybersecurity software and governance risk and compliance management software solutions to enterprises.

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