On Aug. 9, an affiliate of The Carlyle Group, in partnership with TCW management, signed a definitive agreement to create a newly formed entity, Clipper Acquisitions Corp. Clipper will then acquire 100% of TCW Group Inc. The transaction is expected to close on Dec. 31, 2012. We are assigning a preliminary 'BB+' counterparty credit rating on Clipper and a preliminary 'BB+' issue-level rating on the company's proposed senior secured term loan. The outlook is stable. We expect that upon the consummation of the Carlyle transaction, TCW Group will modestly increase AUM to generate, on a pro forma basis, an EBITDA margin of 27%-30%, debt leverage of 2.9x, and interest coverage of 6.9x. On Dec. 5, 2012, Standard&Poor's Ratings
