Greenway Medical reveals first-and second-lien loan talk with launch

By Sara Rosenberg

New York, Oct. 17 - Greenway Medical Technologies Inc. released price talk on its $360 million seven-year first-lien term loan and $180 million eight-year second-lien term loan in connection with its bank meeting on Thursday, according to a market source.

The first-lien term loan is talked at Libor plus 450 basis points with a 1% Libor floor and an original issue discount of 99, and the second-lien term loan is talked at Libor plus 825 bps with a 1% Libor floor and a discount of 98, the source said.

Included in the first-lien term loan is 101 soft call protection for six months, and the second-lien term loan has call protection of 102 in year one and 101 in year two.

Amortization on the first-lien term loan is 1% per annum.

Covenants include a maximum total leverage ratio.

The company's $570 million senior secured credit facility also provides for a $30 million five-year revolver.

Jefferies Finance LLC and BMO Capital Markets Corp. are the joint lead arrangers and bookrunners on the deal.

Proceeds will be used to help fund the acquisition of Greenway by Vitera Healthcare Solutions LLC, a portfolio company of Vista Equity Partners, for $20.35 per share, or about $644 million. The combined company going forward will be known as Greenway Medical Technologies.

Other funds for the transaction will come from up to $650 million in equity, or about 51% in the pro forma capital structure.

A tender offer for Greenway's shares has commenced and completion is subject to conditions including, among others, the satisfaction of a minimum tender condition and the expiration or termination of applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.

The tender offer expires on Nov. 1.

Greenway is a Carrollton, Ga.-based provider of information solutions that improve the financial performance of healthcare providers. Vitera is a Tampa, Fla.-based provider of end-to-end clinical and financial technology solutions to healthcare professionals.

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