Allscripts Healthcare gets $650 million five-year term loan, revolver

By Susanna Moon

Chicago, July 2 - Allscripts Healthcare Solutions, Inc. obtained a $225 million five-year senior secured term loan and a $425 million five-year senior secured revolving facility.

The company entered into the credit agreement on June 28 with J.P. Morgan Securities Inc. and Citigroup Global Markets Inc. as the lead arrangers and bookrunners, according to an 8-K filing with the Securities and Exchange Commission.

Citibank, NA is the syndication agent. KeyBank NA, SunTrust Bank, Deutsche Bank Securities Inc. and Bank of Tokyo-Mitsubishi UFJ, Ltd. are the co-documentation agents. JPMorgan Chase Bank, NA is the administrative agent.

Interest on the loans will be Libor plus 225 basis points.

The term loan is repayable in quarterly installments beginning Sept. 30.

Up to $50 million of the revolving facility is available for the issuance of letters of credit, up to $10 million of the revolving facility is available for swingline loans, and up to $100 million of the revolver may be borrowed under certain foreign currencies.

The company borrowed $60 million under the revolver on June 28 in connection with the new agreement.

The company is also permitted to add one or more incremental revolving or term loan facilities in an aggregate amount of up to $250 million.

Allscripts will be required to prepay the term facility with 100% of the net cash proceeds received from the incurrence of certain debt for borrowed money; with 100% of the net cash proceeds of the sale of any assets in excess of $5 million outside the ordinary course of business; and with 50% of the company's excess cash flow for each fiscal year, beginning with the 2013 fiscal year, minus any voluntary prepayments of the term loan during the fiscal year.

No prepayments will be required to the extent that the company's senior secured leverage ratio is less than 2.5 times.

The company may voluntarily prepay outstanding loans under its new senior secured credit facilities.

The facilities contain a number of covenants that restrict the company's ability to incur debt, create liens on and sell assets, engage in mergers or consolidations, declare dividends and other payments, make investments, loans, advances and guarantees, engage in transactions with affiliates, enter into sale and leaseback transactions and swap transactions, and change lines of business.

In addition, the company's new senior secured credit facilities require the company to maintain a minimum interest coverage ratio of 4 times, a maximum total leverage ratio of 4 times and a maximum senior secured leverage ratio of 3 times.

Allscripts is a Chicago-based provider of software, connectivity and information services for physicians.

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