Conduent’s High‑Yield Senior Debt Offering and Senior Secured Loan Facilities

Cravath represented Conduent Finance, Inc. and Xerox Business Services, LLC in connection with their US$510 million 144A/Reg. S high‑yield senior debt offering. Conduent Finance, Inc. and Xerox Business Services, LLC are subsidiaries of Conduent Incorporated (“Conduent”), a leading provider of business process services with expertise in transaction‑intensive processing, analytics and automation.

Cravath also represented Conduent and its subsidiaries, Xerox Business Services, LLC, Affiliated Computer Services International B.V. and Conduent Finance, Inc., in connection with the arrangement of their $700 million five‑year senior secured term loan A facility, $750 million seven‑year senior secured term loan B facility and $750 million five‑year senior secured revolving credit facility provided by JPMorgan Chase Bank, N.A., as administrative agent.

The bond offering and credit facility transactions closed on December 7, 2016 and were completed in anticipation of the spin‑off of Conduent from Xerox, a leading global enterprise for business process and document management, which closed on January 3, 2017.

The Cravath team included partner Joseph D. Zavaglia and associates Michael L. Arnold and Alex L. Winkelman on securities matters and partner Stephen M. Kessing and associates Stephanie R. Gallina, Rami Totari and Joshua S. Aronoff on banking matters. Anthony J. Ramirez also worked on this matter.