The Firm represented Vanguard Health Systems, Inc., a portfolio company of The Blackstone Group L.P., in restructuring its secured bank and high yield debt profile. The concurrent refinancing transactions by Vanguard’s subsidiaries included (i) cash tender offers and consent solicitations for existing 9% Senior Subordinated Notes due 2014 and 11.25% Senior Discount Notes due 2015; (ii) the termination of existing senior secured credit facilities and the entry into a new $815 million term loan credit facility and a new $260 million revolving credit facility; and (iii) a private placement offering, including registration rights for investors, of $950 million of 8% Senior Notes due 2018 conducted in reliance on Rule 144A and Regulation S.
Vanguard used the net proceeds of the debt offering, together with borrowings under the new credit facilities and cash on hand, to fund the tender offers, to redeem equity held by Vanguard’s existing stockholders and to pay related fees and expenses.
Vanguard owns and operates acute care hospitals, complementary outpatient facilities and related health plans located in national urban and suburban markets.
The Simpson Thacher team for these transactions included Risë Norman, Ryan Bekkerus, Elsa Wang, David Shapiro and Matt Reichstein (Securities), Alden Millard, Daniel Kay and Maryam Arfaania (Credit), Wilson Neely and Tony King (M&A), Gary Mandel, Jon Cantor and Sean Austin (Tax), Brian Robbins, Jeanne Annarumma, Mike Richman and Doug Tang (Executive Compensation and Employee Benefits), Mardi Merjian and Julia Rubin (Real Estate), Michael Isby (Environmental) and Mindy Lok and Daeyna Grant (Intellectual Property). Paralegals Mike Davies, Matt Dresher and Chris Garcia provided valuable assistance.