Clipper Acquisitions Corp. is issuing a $600 million first-lien term loan and $75 million first-lien revolving credit facility. Clipper will use the proceeds along with some cash on hand to refinance its existing debt, pay a distribution to employees and/or repurchase certain employee equity and make stock appreciation rights payments to employees. The increase in leverage results from a transaction in which Carlyle's ownership of Clipper will diminish to 31%, and Nippon Life, a Japanese insurance company, will acquire an approximately 24.8% stake in the business. Employee ownership will increase slightly to 44% from 40%. We are lowering our issuer credit rating on Clipper to 'BB+' from 'BBB-'. We are also assigning a 'BB+' issue rating to the company's new
