Amsurg adds four banks to lead roughly $1.38 billion credit facility

By Sara Rosenberg

New York, June 18 – Amsurg Corp. revised its $1,375,000,000 senior secured credit facility commitment letter to add SunTrust Robinson Humphrey Inc., Bank of America Merrill Lynch, Jefferies Finance LLC and Wells Fargo Securities LLC as joint lead arrangers and bookrunners, joining left lead Citigroup Global Markets Inc., according to an 8-K filed with the Securities and Exchange Commission on Wednesday.

As previously reported, the facility consists of a $250 million five-year revolver and a $1,125,000,000 seven-year covenant-light term loan B, with pricing on both tranches anticipated at Libor plus 300 basis points with a 1% Libor floor.

Included in the revolver is a step-down to Libor plus 275 bps when secured leverage is less than 2 times and a 37.5 bps commitment fee.

The term loan is expected to have 101 soft call protection for six months and amortization of 1% per annum.

Proceeds will be used to help fund the company’s $2.35 billion acquisition of Sheridan Healthcare from Hellman & Friedman LLC.

Other funds for the transaction are expected come from $1,021,000,000 of unsecured senior notes and the issuance to Sheridan’s equity holders of Amsurg equity currently valued at around $615 million.

However, Amsurg may replace a substantial portion of the equity consideration with cash by accessing the equity or equity-linked markets between signing and closing.

Backing the notes is a commitment for a $1,021,000,000 one-year senior bridge loan with pricing of Libor plus 600 bps with a 1% Libor floor. The spread will increase by 50 bps every three months until it hits a specified cap.

Closing is expected in the third quarter, subject to customary conditions and regulatory approvals.

Amsurg is a Nashville, Tenn.-based acquirer, developer and operator of ambulatory surgery centers. Sheridan Healthcare is a Sunrise, Fla.-based provider of multi-specialty outsourced physician services to hospitals, ambulatory surgery centers and other health care facilities.

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