TPG Circling Auction Process for Learfield; Deal Could Be Funded With Approximate $1B Private Credit Financing

TPG is one of the sponsors participating in the auction process for college sports marketing company Learfield Communications, according to sources, who added that direct lenders are in talks to provide nearly $1 billion in debt financing to support the potential transaction.

The company is being marketed off roughly $180 million to $185 million of EBITDA, the sources said; one noted that the company generates about $100 million in free cash flow.

Direct lenders are in talks to provide financing that would lever the business at about 5x, with expected pricing in the high SOFR+400 bps range, according to sources. Bidders initially explored financing in the broadly syndicated market but later pivoted to private credit, the sources added.

Moelis & Co. and Bank of America are advising the company on the process, sources said.

Learfield is owned by private equity firm Charlesbank Capital Partners and funds managed by affiliates of Fortress Investment Group, following a recapitalization in 2023.

In November, a third-party news outlet reported that Learfield was marketing itself to a “small group” of private equity firms and was said to be seeking bids north of $2 billion at the time.

Founded in 1972 and based in Dallas, Learfield manages multimedia rights, ticketing, website and mobile apps, and licensing for more than 1,200 universities and brands, and has recently renewed an agreement with Ohio State University and announced a new long-term multimedia rights partnership with the University of Southern California.

In late January, Moody’s Ratings upgraded Learfield’s corporate and probability of default ratings to B2 from B3, while also raising the ratings on its senior secured first lien credit facilities to B2 from B3, according to a report.

The upgrade was driven by the company’s continued revenue growth, expanding profitability and disciplined financial management, with adjusted leverage in the mid-3x range and free cash flow to debt above 10% over the past four quarters, the same report said.

Oaktree Specialty Lending Corp. is an existing first lien lender to Learfield, with the facility priced at SOFR+475 bps and maturing in June 2028, according to Octus’ BDC Database.

Learfield’s existing CLO lenders can be found in Octus’ CLO Database HERE.

In the communications services sector, average pricing for senior direct loans backing M&A buyouts widened to an average of about SOFR+500 bps in the fourth quarter of 2025 from about SOFR+458.3 bps in the prior quarter, according to Octus’ Private Credit Dashboard.

Investor appetite for sports franchises remains strong. KKR recently agreed to acquire Arctos Partners in a deal valued at $1.4 billion upfront, plus up to $550 million in additional equity tied to performance targets and KKR’s share price, according to a press release.

Elsewhere in the media and entertainment industry, Octus reported that AMC Entertainment is refinancing $2.4 billion of debt through a leveraged loan and high-yield bond deal. The package includes $1.73 billion of secured notes led by Deutsche Bank and a $750 million term loan B led by Wells Fargo.

The transaction has drawn mixed reactions from investors, with some citing concerns tied to the company’s track record. Commitments on the facility, which is being offered at SOFR+600 bps and 98 OID, were due Feb. 26, but the deal has yet to be priced.

Learfield, TPG, Charlesbank Capital Partners, Moelis and Bank of America declined to comment. Fortress Investment Group did not return a request for comment.