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Published on 3/8/2017 in the Prospect News Bank Loan Daily.

Everett SpinCo to use debt financing, term loan debt for payment to HP

By Tali Rackner

Norfolk, Va., March 8 – Everett SpinCo, Inc. plans to use about $1.05 billion of additional unsecured debt financing and portion of the proceeds from a $2 billion term loan facility dated Dec. 16, 2016 to help finance the $3,008,000,000 payment in connection with its separation from Hewlett-Packard Enterprise Co., according to an 8-K filing with the Securities and Exchange Commission.

The separation from Hewlett-Packard is in connection with Everett’s merger with Computer Sciences Corp., which is expected to close on April 1, subject to receipt of the payment.

In connection with various amendments to Computer Sciences’ credit facilities and other financing arrangements that will permit the Everett to replace Computer Sciences as the borrower or guarantor, as applicable, upon consummation of the merger, on March 3, the company entered into the first amendment to its term loan credit agreement with administrative agent MUFG.

The amendment removes the provision that would have required Computer Sciences to become a guarantor under the term loan credit agreement within three business days after the consummation of the merger, the failure of which would have required mandatory prepayment of the borrowings under the term loan credit agreement.

As a result, the term loan credit agreement is not expected to include any upstream guarantee from Computer Sciences following consummation of the merger, the filing said.

Everett SpinCo is a technology company based in Palo Alto, Calif. Computer Sciences is a Falls Church, Va.-based provider of information technology and professional services.


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