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Analysis
Private lenders fund record mega-loan for Clearlake
by Lisa Fu
A large group of private credit firms clubbed together to raise the USD 5bn Clearlake Capital needed for its acquisition of Dun & Bradstreet. But is this huge deal a sign of things to come?
The private credit market set a new high-water mark after lenders arranged a USD 5bn term loan to back Clearlake Capital’s acquisition of Dun & Bradstreet, proving once again direct lenders’ ability to take down giant deals in times of stress.
Clearlake sealed the deal with a group of more than 20 direct lenders that provided a USD 5bn unitranche, the largest new leveraged buyout financing seen by the private credit market, Creditflux reported last month.
The unitranche and a USD 500m revolver replace an existing 364-day financing that Clearlake used to win the bid for business services company Dun & Bradstreet. Led by Ares Management and co-lead arrangers Morgan Stanley, Clearlake Capital Markets, Golub Capital and Blue Owl, the final pricing landed at SOFR+550bps with an original issue discount of USD 0.99, sources said.
“Direct lenders have a record amount of dry powder,” said Andrew Giudici, head of corporate and project finance ratings at KBRA. “[This is] creating strong appetite for high quality, large transactions where they can put capital to work.”
Indeed, the private credit managers listed as arrangers on the deal each took down what was once considered an eye-watering amount of capital for a single direct lender just a few years ago. Ares took USD 1.5bn of the loan, while Golub and Blue Owl took USD 1bn and USD 500m, respectively, sources previously told Creditflux.
There will be one-off deals focused on well-known issuers
Andrew Giudici
Head of corporate & project finance ratings
KBRA
These private credit managers have all recently found fundraising success for their direct lending strategies. Last year, Ares raised nearly USD 34bn for its US senior direct lending strategy, Ares Senior Direct Lending Fund III, and related vehicles. Golub, which launched its private BDC in 2023, has seen capital under management balloon to more than USD 75bn by January 2025. Blue Owl, which pursues direct lending using four sub-strategies, grew its direct lending assets under management to USD 98.1bn from USD 45bn in 2022, according to its February 2025 investor day presentation.
Direct lenders providing a record total for the Dun & Bradstreet deal is unsurprising, said Ryan Ochs, founder and managing partner at RDP Advisory. Lenders are eager to back top-tier sponsors and well-known issuers. Clearlake and Dun & Bradstreet “fit the bill”.
“These mega deals are here to stay,” Ochs said. “There’s no shortage of scaled direct lenders that can write nine-figure cheques looking for quality deal flow.”
Not only are lenders each putting up more capital, but lender groups have also grown. The more than 20 lenders and five co-lead arrangers included in Clearlake’s Dun & Bradstreet acquisition makes it a far cry from the typical middle market club deal, which usually has two or three lenders.
“I think you’re seeing club deal coordination where sponsors have become more adept at arranging large transactions across multiple lenders,” Giudici said. “They have improved execution certainty and risk sharing.”
The shaky economic backdrop also worked in private credit’s favour, repeating how direct lenders benefited from previous broadly syndicated loan (BSL) market shutdowns. The private credit market is driven by relationships rather than broader economic conditions, Giudici said. In contrast, the BSL market can open and close, and the ability for banks to deploy capital can change with the economic environment. If there is a recession, a bank may face constraints on the amount of capital it can lend, as it might need that money elsewhere in its business. A bank may also fear getting stuck with hung loans.
Direct lenders will continue to win on speed and flexibility, especially as the BSL market is sensitive to market uncertainty, Ochs agreed. For large deals, there will almost always be a dual track option evaluating either a BSL or direct lending deal.
But KBRA predicts large sponsors will turn to banks when the BSL market fully opens again. Private credit deals may get larger, but Giudici doesn’t believe giant transactions will become the norm.
“Will we see a large number of USD 5bn deals going forward? Probably not,” he said. “There will be one-off deals focused on well-known issuers with recurring revenues.”
Dun & Bradstreet acquisition
Transaction value: USD 7.7bn (includes outstanding debt and equity value of USD 4.1bn)
Buyer: Clearlake Capital Group
Closing date estimate: Q3 2025
Original 364-day loan value: USD 5.75bn
Replacement private term loan: USD 5bn
