Simpson Thacher represented Vanguard Health Holding Company II, LLC (“VHS Holdco II”), an indirect wholly owned subsidiary of Vanguard Health Systems, Inc. (“Vanguard”), and Vanguard Holding Company II, Inc. (together with VHS Holdco II, the “Issuers”) in connection with a Rule 144A/Regulation S offering of $225 million aggregate principal amount of the Issuers’ 8% Senior Notes due 2018, fully and unconditionally guaranteed by Vanguard, Vanguard Health Holding Company I, LLC and certain restricted subsidiaries of VHS Holdco II. The notes were issued as additional notes under an existing indenture, pursuant to which the Issuers issued $950 million aggregate principal amount of 8% Senior Notes due 2018 in January 2010. The Issuers intend to use the net proceeds of the offering of the notes, together with cash on hand, to finance Vanguard’s acquisition of substantially all of the assets of The Detroit Medical Center, a Michigan non-profit corporation, consisting of eight acute care and specialty hospitals in the Detroit, Michigan metropolitan area and related healthcare facilities, and to pay fees and expenses in connection with the foregoing. The notes offering closed on July 14, 2010.
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 included: Risë Norman, Ryan Bekkerus and Sean Crnkovich (Capital Markets); Jonathan Cantor and Amie Broder (Tax), Jeanne Annarumma and Doug Tang (Executive Compensation and Employee Benefits); Tim Mulvihill (Environmental) and Scott Dyer (Labor). Paralegal David Whelan provided valuable assistance.