8-K
filed January 17, 2024, 6:59 PM ET
CIK 0001910851
M&A
confidence high
sentiment positive
materiality 0.85
R1 RCM Inc. /DE: debt financing — R1 RCM closes $675M cash-plus-warrant acquisition of Acclara; enters 10-year Providence partnership
R1 RCM Inc. /DE
- Acquisition closed: $675M cash + warrant for 12.2M shares at $10.52 strike price, subject to 3-year lock-up.
- Financed with $575M in new Term B Loans plus revolver draws and cash on hand.
- Expects Acclara/Providence partnership to contribute >$625M revenue and ~$185M Adjusted EBITDA by year five.
- Entered 10-year revenue cycle management agreement with Providence; agreements effective at closing.
- Erik G. Wexler, Providence President and COO, appointed to Board under Nomination Agreement.
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.95
R1 RCM Inc. /DE incurred term loan of $575,000,000 with Bank of America, N.A., as administrative agent, and the lenders named therein.
- Instrument
- term loan
- Principal
- $575,000,000
- Counterparty
- Bank of America, N.A., as administrative agent, and the lenders named therein
- Event
- incurrence
Exact text from the filing
the lenders named in the Second Amendment agreed, severally and not jointly, to extend additional Initial Term B Loans (as defined in the Credit Agreement) (the “Incremental Term B Loans”) to the Company under the Credit Agreement in an aggregate principal amount equal to $575,000,000
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Erik G. Wexler was appointed as director at R1 RCM Inc. /DE.
- Action
- appointed
- Role
- director
Exact text from the filing
the Board increased the size of the Board to seventeen (17) members and appointed Erik G. Wexler as a director of the Company, effective immediately
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
R1 RCM Inc. /DE entered into Second Amendment to the Credit Agreement with Bank of America, N.A. and named lenders valued at Amendment No. 2 to Second Amended and Restated Credit Agreement; lenders agreed to extend additional (effective 2024-01-17).
- Action
- entry
- Agreement
- credit facility
- Counterparty
- Bank of America, N.A. and named lenders
- Value
- Amendment No. 2 to Second Amended and Restated Credit Agreement; lenders agreed to extend additional
- Effective
- 2024-01-17
Exact text from the filing
On January 17, 2024, the Company entered into Amendment No. 2 (the “Second Amendment”) to the Second Amended and Restated Credit Agreement, dated as of June 21, 2022 (as amended by that certain Amendment No. 1 and Waiver, dated as of November 17, 2023, and as further amended, restated, amended and restated, supplemented or otherwise modified, the “Credit Agreement”), by and among the Company and certain of its subsidiaries, Bank of America, N.A., as administrative agent, and the lenders named therein.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
R1 RCM Inc. /DE entered into Director Nomination Agreement with Providence Health & Services – Washington valued at Providence entitled to nominate one individual to Board (effective 2024-01-17).
- Action
- entry
- Counterparty
- Providence Health & Services – Washington
- Value
- Providence entitled to nominate one individual to Board
- Effective
- 2024-01-17
Exact text from the filing
On January 17, 2024, concurrently with the closing of the previously announced acquisition of the revenue cycle management business (“Acclara”) of Providence Health & Services – Washington (“Providence”) and certain of its affiliates, R1 RCM Inc. (the “Company”) entered into the Director Nomination Agreement, by and between the Company and Providence (the “Nomination Agreement”).
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
R1 RCM Inc. /DE entered into Joinder to Registration Rights Agreement with Providence Health & Services – Washington valued at Providence granted unlimited piggyback registration rights for shares issuable upon conversion or ex (effective 2024-01-17).
- Action
- entry
- Counterparty
- Providence Health & Services – Washington
- Value
- Providence granted unlimited piggyback registration rights for shares issuable upon conversion or ex
- Effective
- 2024-01-17
Exact text from the filing
On January 17, 2024, concurrently with the closing of the acquisition, Providence executed a joinder to the Company’s Second Amended and Restated Registration Rights Agreement, dated as of June 21, 2022, to provide Providence with unlimited piggyback registration rights with respect to the shares of common stock issuable upon the conversion or exercise of the Warrant (as defined below), subject to certain limitations as it relates to primary issuances.
View on SEC.gov
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