U.S.-based security guard service provider USAGM Topco LLC, operating as Universal Services of America Inc. (Universal), is planning raise new-loan facilities to finance Warburg Pincus LLC's acquisition of Universal, Guardsmark LLC, and several tuck-in acquisitions subsequent to the initial closing. We are assigning our 'B' corporate credit rating to USAGM Topco, and assigning our 'B' issue-level assessment to the proposed first-lien credit facilities, including a $130 million revolving facility, $710 million term loan, and $50 million delayed-draw term loan; and our 'CCC+' issue-level rating to the proposed second-lien facilities, including a $300 million term loan and $20 million delayed-draw term loan. The stable outlook reflects our expectations that operating performance will remain stable over the next year as the company