CSRA Inc.’s $200 Million Incremental and Extension Amendment

Davis Polk advised CSRA Inc. in connection with the third amendment to its existing credit agreement dated as of November 27, 2015 (as amended), with The Bank of Tokyo-Mitsubishi UFJ, Ltd., as pro rata administrative agent, Royal Bank of Canada, as term loan B administrative agent, MUFG Union Bank, N.A., as collateral agent, and the guarantors and lenders party thereto.

Pursuant to the third amendment, among other things, (a) CSRA incurred incremental term loan B advances in an aggregate principal amount of $200 million, which resulted in an increase in the unpaid aggregate principal balance of the term loan B facility (after giving effect to the repayment of advances under the term loan B facility made on the effective date of the third amendment) to a total of $849 million and (b) the maturities of the tranche A2 facility and the revolving facility under CSRA’s existing credit agreement were extended for a period of one year. A portion of the additional borrowings under the term loan B facility was immediately applied to repay in full the balance of the aggregate principal amount of the advances under the revolving facility outstanding immediately prior to the effective date of the third amendment in the aggregate amount of $150 million and to pay fees and expenses incurred in connection with the third amendment and the transactions contemplated thereby.

CSRA, with 18,000 employees, delivers a broad range of innovative, cloud-enabled, next-generation IT solutions and professional services to help its customers modernize their legacy systems, protect their applications, infrastructure and assets and improve the effectiveness and efficiency of mission-critical functions. CSRA is headquartered in Falls Church, Virginia.

The Davis Polk credit team included partner Lawrence E. Wieman (Picture) and associate Vanessa L. Jackson. Counsel Charles Shi provided executive compensation advice. Partner Gregory S. Rowland and associate Zixuan (Jennifer) Wang provided 1940 Act advice.

Involved fees earner: Lawrence Wieman – Davis Polk & Wardwell; Vanessa Jackson – Davis Polk & Wardwell; Charles Shi – Davis Polk & Wardwell; Gregory Rowland – Davis Polk & Wardwell; Jennifer Wang – Davis Polk & Wardwell;

Law Firms: Davis Polk & Wardwell;

Clients: CSRA Inc.;

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Author: Ambrogio Visconti