TNS, Inc. Announces Proposed New Credit Facility

October 21, 2009 8:30 AM EDT

RESTON, Va.--(BUSINESS WIRE)-- TNS, Inc. ("TNS") (NYSE: TNS) announced today that it is seeking to refinance its existing senior credit facilities with a new $325 million six-year term loan and a $75 million, five-year revolving credit facility. The existing senior credit facilities consist of (i) a $15 million revolving credit facility, under which there are no amounts currently outstanding, and (ii) term loan facilities with $363.5 million in outstanding indebtedness. The Company is seeking to have the new credit facility in place before the end of the fourth quarter of 2009.

The Company has received a commitment letter from SunTrust Bank and SunTrust Robinson Humphrey, Inc. (collectively, "SunTrust") to provide up to $40 million of the new revolving credit facility and $15 million of the new term loan, on and subject to the terms and conditions in the commitment letter. SunTrust, at the Company's direction, has agreed to act as lead arranger for the new credit facility and has agreed to use its best efforts to seek commitments from additional lenders to provide the remaining new term and revolving loans contemplated under the new credit facility. The terms of the new credit facility would be similar to the existing senior credit facilities, except that TNS is seeking to improve its interest rate from LIBOR plus 600 bps (with a 350 bps floor) to no more than LIBOR plus 400 bps (with a 200 bps LIBOR floor). The new credit facility is subject to receipt of sufficient lender commitments, the negotiation, execution and delivery of definitive loan documentation and the satisfaction of various other conditions prior to closing.

The Company expects to use borrowings under the new credit facility to repay all amounts outstanding under the existing senior credit facilities and pay fees and expenses associated with the new credit facility. The balance of the new credit facility would be available for general corporate purposes.

Dennis L. Randolph, Jr., Executive Vice President and CFO, commented, "This financing, at the terms stated above, would significantly reduce TNS' interest burden and afford us greater flexibility to implement our strategic growth plans. TNS' strong creditworthiness and today's lower interest rate environment offer the potential to secure financing terms more favorable than those carried by our current facilities, and we are exploring this potential. We are pursuing this refinancing on a best efforts basis, and will complete a financing assuming we receive terms we consider to be optimal for the Company and its shareholders."

About TNS

Transaction Network Services (TNS) is an international data communications company that enables payments, money and voices, to move around the world.

TNS' mission is to enable the world to transact. It does this through a broad range of networking, communications and value added services, which it provides to many of the world's leading retailers, banks/processors, telecommunications companies and financial markets.

Since its inception in 1990, TNS has designed and implemented multiple data networks, each designed specifically for the transport of transaction-oriented data. TNS' networks support a variety of widely accepted communications protocols and are designed to be scalable and accessible by multiple methods. Today, TNS has offices throughout the world serving customers in 29 countries with the ability to provide services in other countries.

For further information about TNS, visit www.tnsi.com

Forward-Looking Statements

The statements contained in this release that are not historical facts are forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations, forecasts and assumptions that are subject to risks and uncertainties that could cause actual results to differ materially from those set forth in, or implied by, the forward-looking statements. The company has attempted, whenever possible, to identify these forward-looking statements using words such as "may," "will," "should," "projects," "estimates," "expects," "plans," "intends," "anticipates," "believes," and variations of these words and similar expressions. Similarly, statements herein that describe the company's business strategy, prospects, opportunities, outlook, objectives, plans, intentions or goals are also forward-looking statements. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the company's reliance upon a small number of customers for a significant portion of its revenue; competitive factors such as pricing pressures; uncertainties related to the updated international tax planning strategy implemented by the company; the company's ability to grow its business domestically and internationally by generating greater transaction volumes, acquiring new customers or developing new service offerings; fluctuations in the company's quarterly results because of the seasonal nature of the business and other factors outside of the company's control, including fluctuations in foreign exchange rates and the continuing impact of the current economic recession; the company's ability to identify, execute or effectively integrate acquisitions, including the acquisition of CSG; increases in the prices charged by telecommunication providers for services used by the company; the company's ability to adapt to changing technology; the company's ability to refinance its senior secured credit facility and its ability to borrow funds in amounts sufficient to enable it to service its debt or meet its working capital and capital expenditure requirements; additional costs related to compliance with the Sarbanes-Oxley Act of 2002, any revised New York Stock Exchange listing standards, Securities and Exchange Commission (SEC) rule changes or other corporate governance issues; and other risk factors described in the company's annual report on Form 10-K filed with the SEC on March 16, 2009. In addition, the statements in this press release are made as of October 21, 2009. The company expects that subsequent events or developments will cause its views to change.

The company undertakes no obligation to update any of the forward-looking statements made herein, whether as a result of new information, future events, changes in expectations or otherwise. These forward-looking statements should not be relied upon as representing the company's views as of any date subsequent to October 21, 2009.

    Source: TNS, Inc.

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