AmSurg begins tender offer, consent solicitation for 5 5/8% notes

By Marisa Wong

Morgantown, W.Va., Nov. 10 – AmSurg Corp. said it has begun a tender offer to purchase for cash any and all of its outstanding $250 million of 5 5/8% senior notes due 2020.

The company is also seeking consents to amend the indenture governing the notes. The proposed amendments would eliminate substantially all of the restrictive covenants and some events of default contained in the indenture.

Holders who tender their notes and deliver their consents by 5 p.m. ET on Nov. 28, the consent payment deadline, will be eligible to receive the total consideration of $1,031.88 per $1,000 principal amount. The total consideration includes a consent payment of $30.00 per $1,000 principal amount.

Holders who tender their notes after the consent payment deadline will not receive a consent payment and will only be eligible to receive the tender offer consideration of $1,001.88 per $1,000 principal amount.

The company said it will also pay accrued interest to the applicable payment date.

The tender offer is scheduled to expire at midnight ET on Dec. 12.

Holders cannot deliver consents without tendering their notes or vice versa.

The company may choose to accept for purchase notes tendered by the consent payment deadline on an early settlement date, currently expected to be Dec. 1. Remaining tenders will be settled soon after the expiration of the offer.

Tenders may be withdrawn at any time before the consent payment deadline.

The proposed amendments require consents from holders of a majority in principal amount of the notes.

The company said it intends to redeem any notes not purchased under the tender offer.

The tender offer and consent solicitation are conditioned on the company completing its previously announced merger with Envision Healthcare Holdings, Inc. and one or more debt financing transactions.

Barclays (212 528-7581 or 800 438-3242), J.P. Morgan Securities LLC (212 834-2494 or 866 834-4666), Wells Fargo Securities, LLC, SunTrust Robinson Humphrey, Inc., Deutsche Bank Securities, Inc., BMO Capital Markets Corp. and RBC Capital Markets, LLC are joint dealer managers and solicitation agents. D.F. King & Co., Inc. (800 283-3192 or amsurg@dfking.com) is the information agent and the depositary.

AmSurg is a Nashville, Tenn., operator of ambulatory surgery centers.

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