LifePoint Health holders may tender 5½%, 5 7/8%, 5 3/8% notes

By Susanna Moon

Chicago, Oct. 29 – LifePoint Health Inc. holders may tender their 5½% senior notes due 2021, 5 7/8% senior notes due 2023 and 5 3/8% senior notes due 2024 in an offer by Legend Merger Sub, Inc., a wholly owned subsidiary of RegionalCare Hospital Partners Holdings, Inc., doing business as RCCH Healthcare Partners.

The LifePoint notes covered by the tender are as follows with the purchase price for each $1,000 principal amount:

• $1.1 billion 5½% senior notes due with a purchase price of $986.75 and total purchase price of $1,016.75;

• $500 million 5 7/8% senior notes due 2023 with a purchase price of $1,017.06 and a total purchase price of $1,047.06; and

• $500 million 5 3/8% senior notes due 2024 with a purchase price of $1,020.66 and a total purchase price of $1,050.66.

The total amount includes an early tender premium of $30.00 for each $1,000 principal amount of notes tendered before 5 p.m. ET on Nov. 9.

Holders will also receive accrued interest up to but excluding the settlement date of Nov. 16.

The tender offer will end at midnight ET on Nov. 28.

Along with the tender, Legend is soliciting consents to amend the notes indentures to eliminate or modify substantially all of the restrictive covenants, certain reporting obligations, certain events of default and related provisions, according to an announcement.

The tender offer and consent solicitation are being made in connection with the plans by RCCH to acquire Legacy LifePoint.

The offer is conditioned upon the substantially concurrent closing of the acquisition.

Holders may not tender their notes without giving consents, and holders may not give consents without tendering their notes.

Barclays (800 438-3242 or 212 528-7581) is the dealer manager and solicitation agent. D.F. King & Co., Inc. (212 269-5550, 800 676-7437 or lpnt@dfking.com) is the tender agent and information agent.

As reported, the company received a commitment for $4.2 billion of senior secured credit facilities and plans to issue $1,575,000,000 of senior notes to help fund its merger with RCCH HealthCare Partners, which is owned by Apollo Global Management LLC.

LifePoint and RCCH are both Brentwood, Tenn.-based health care providers. The combined company will operate under the LifePoint Health name.

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