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EX-10.1 - AMENDMENT NO. 2 TO THE AMENDED AND RESTATED CREDIT AGREEMENT - TRANSUNION CORP.d310597dex101.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 27, 2012

 

 

TransUnion Corp.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   333-172549   74-3135689
(State or Other Jurisdiction
of Incorporation)
 

(Commission

File Number)

  (IRS Employer
Identification Number)
555 West Adams Street, Chicago, Illinois   60661
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (312) 985-2000

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

 

 

 


Item 1.01 Entry into a Material Definitive Agreement.

Amendment to Amended and Restated Credit Agreement

After receiving the requisite consents from the lenders on February 27, 2012, TransUnion Corp., Trans Union LLC, Deutsche Bank Trust Company Americas, as administrative agent and as collateral agent and each other lender party thereto, executed an amendment (the “Second Amendment”) to the Amended and Restated Credit Agreement, dated February 10, 2011, among TransUnion Corp., Trans Union LLC, the guarantors party thereto, Deutsche Bank Trust Company Americas, as administrative and collateral agent, Deutsche Bank Trust Company Americas, as L/C issuer and swing line lender, the other lenders party thereto, Bank of America, N.A., as syndication agent, Credit Suisse Securities (USA) LLC and SunTrust Bank as TL documentation agents, U.S. Bank National Association, as RC documentation agent, the Governor and Company of The Bank Of Ireland, as senior managing agent and Deutsche Bank Securities Inc., Merrill Lynch, Pierce, Fenner and Smith and J.P. Morgan Securities LLC, as joint lead arrangers and joint bookrunners (the “Credit Agreement”). The guarantors to the Credit Agreement also consented to the execution of the Second Amendment. The Second Amendment amends, among other items, the definitions of “Change of Control” and “Sponsor” in the Credit Agreement and also increases the interest rates on borrowing under the senior secured credit facility. The effectiveness of the Second Amendment is subject to various conditions, including the consummation of the Sponsor Acquisition (as defined in the Second Amendment).

The foregoing description of the Second Amendment is a summary and is qualified in its entirety by reference to the Second Amendment, a copy of which is filed as Exhibit 10.1 hereto and is incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits

A list of exhibits is set forth in the Exhibit Index which immediately precedes such Exhibits and is incorporated herein by reference.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: March 2, 2012       TRANSUNION CORP.
     

/s/ Samuel A. Hamood

     

Samuel A. Hamood

Executive Vice President and Chief Financial Officer


Exhibit Index

 

Exhibit
No.

  

Description

10.1    Amendment No. 2 to the Amended and Restated Credit Agreement, dated as of February 27, 2012, among TransUnion Corp., Trans Union LLC, Deutsche Bank Trust Company Americas, as administrative agent and as collateral agent, and each other lender party thereto.