Evolent Health, Inc. (EVH): debt financing — Evolent Health issues $402.5M convertible notes at 3.50%, repays $405M term loan

Evolent Health, Inc.

Issued $402.5M aggregate principal of 3.50% convertible senior notes due 2029; net proceeds ~$390.2M.
Initial conversion price ~$38.00/share, a 42.5% premium over Dec 5 closing price of Class A common stock.
Proceeds used to prepay $405.0M term loan principal plus $9.1M accrued interest and $10.1M prepayment premium.
Notes convertible into up to 10.59M shares of Class A common stock; Company may elect cash or shares upon conversion.
Credit agreement amended to permit note issuance; $37.5M remains outstanding on revolving credit facility.

item 1.01 item 2.03 item 3.02 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Evolent Health, Inc. incurred convertible notes of $402.5 million aggregate principal amount of notes were issued at an issue price of 100.00% of par with Goldman Sachs & Co. LLC and Oppenheimer & Co. Inc., as representatives of the several initial purchasers at 3.50% per annum maturing December 1, 2029.

Instrument: convertible notes
Principal: $402.5 million aggregate principal amount of notes were issued at an issue price of 100.00% of par
Counterparty: Goldman Sachs & Co. LLC and Oppenheimer & Co. Inc., as representatives of the several initial purchasers
Rate: 3.50% per annum
Maturity: December 1, 2029
Event: incurrence

Exact text from the filing

amount of notes, which the Purchasers exercised in full on December 6, 2023. The closing of the Private Placement of the notes occurred on December 8, 2023 and a total of $402.5 million aggregate principal amount of notes were issued at an issue price of 100.00% of par for net proceeds of approximately $390.2 million, after deducting fees and estimated expenses.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Evolent Health, Inc. entered into Purchase Agreement with Goldman Sachs & Co. LLC and Oppenheimer & Co. Inc., as representatives of the several initial purchasers valued at $350.0 million aggregate principal amount (effective 2023-12-05).

Action: entry
Agreement: notes offering
Counterparty: Goldman Sachs & Co. LLC and Oppenheimer & Co. Inc., as representatives of the several initial purchasers
Value: $350.0 million aggregate principal amount
Effective: 2023-12-05

Exact text from the filing

On December 5, 2023, Evolent Health, Inc. (the “Company” or “we”) entered into a purchase agreement (the “Purchase Agreement”) with Goldman Sachs & Co. LLC and Oppenheimer & Co. Inc., as representatives of the several initial purchasers listed therein (collectively, the “Purchasers”), relating to the issuance and sale of $350.0 million aggregate principal amount of its 3.50% convertible senior notes due 2029 (the “notes”) in a private placement

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Evolent Health, Inc. entered into Indenture with U.S. Bank Trust Company, National Association valued at $402.5 million aggregate principal amount (effective 2023-12-08).

Action: entry
Agreement: notes offering
Counterparty: U.S. Bank Trust Company, National Association
Value: $402.5 million aggregate principal amount
Effective: 2023-12-08

Exact text from the filing

The notes were issued under an Indenture (the “Indenture”) dated as of December 8, 2023 between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”).

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Evolent Health, Inc. filing history →

Source: SEC EDGAR

accession 0001628908-23-000192

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