Private equity firms TPG Capital and Leonard Green&Partners are acquiring a majority interest in Sophia L.P., the holding company for Ellucian, which is a U.S. provider of enterprise resource planning (ERP) software products and services to higher education institutions. The company is planning to issue new debt instruments to fund this transaction. We are affirming the 'B' corporate credit rating on Sophia L.P. and revising the outlook to negative from stable. We are assigning our 'B+' issue-level rating with a recovery rating of 2 to the company's proposed $150 million revolving credit facility maturing in 2020 and to its proposed $1.46 billion term loan B maturing in 2022. We are also assigning our 'CCC+' issue-level rating with a