MultiPlan, Viant prolong tender offers for 10 3/8% and 10 1/8% notes

By Jennifer Chiou

New York, Aug. 19 - MultiPlan Inc. and subsidiary Viant Holdings, Inc. announced the extension of the tender offers for MultiPlan's $210,975,000 of 10 3/8% senior subordinated notes due 2016 and Viant's $185 million of 10 1/8% senior subordinated notes due 2017.

The offers will now end at 8 a.m. ET on Aug. 26, pushed back from Aug. 25. They are expected to settle on the same date.

As already reported, the companies marked the receipt of the necessary consents after having recorded tenders for all of MultiPlan's $210,975,000 of 10 3/8% notes and $184.4 million, or 99.7%, of Viant's 10 1/8% notes.

The consent payment deadline was 5 p.m. ET on Aug. 10.

The companies are soliciting consents to adopt proposed amendments to the note indentures that would eliminate substantially all of the restrictive covenants and some event of default provisions and modify other provisions. They have entered into supplemental indentures.

The offers are in connection with the July 8 merger agreement among MultiPlan Holdings, Inc., the ultimate parent of MultiPlan, TC Group, LLC, MPH Acquisition Corp. and MPH Merger Sub Corp. Under the agreement, MPH Merger Sub will merge with and into MultiPlan Holdings, with MultiPlan Holdings continuing as the surviving corporation.

For each $1,000 principal amount, the payment will be $1,112.77 for the 10 3/8% notes and $1,219.53 for the 10 1/8% notes. The figures were calculated using the present value on the payment date of the sum of the redemption price - $1,051.88 for the 10 3/8% notes and $1,050.63 for the 10 1/8% notes - on the redemption date - April 15, 2011 for the 10 3/8% notes and July 15, 2012 for the 10 1/8% notes - determined using a discount factor from a reference security and spread.

The 7/8% Treasury due March 31, 2011 plus a spread of 50 basis points was used for the 10 3/8% notes, and the 1½% Treasury due July 15, 2012 plus 50 bps was used for the 10 1/8% notes, plus accrued interest to the Aug. 25 payment date. The payouts include the consent payment of $30.00 per $1,000 principal amount for those who tendered by the early deadline.

Holders who tendered had to deliver consents.

The offers are conditioned upon the merger, the receipt of tenders from holders of a majority of the notes as well as the execution of the supplemental indentures. They began on July 28.

Global Bondholder Services Corp. is the information agent (866 407-3900). Bank of America Merrill Lynch is the dealer manager and solicitation agent (980 388-9217 or call collect 888 292-0070).

MultiPlan is a New York-based provider of health care cost management services.

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