Inovalon Holdings, Inc. Appoints Mark A. Pulido to the Board of Directors; Enters into a Credit Agreement with Morgan Stanley Senior Funding, Inc
In connection with the Merger, on April 2, 2018, the Company entered into: (i) a credit agreement (the Credit Agreement) with Morgan Stanley Senior Funding, Inc. (MSSF), as Administrative Agent, and the other lenders party thereto (Lenders); and (ii) a Guarantee and Collateral Agreement with MSSF, as Collateral Agent for the secured parties thereto, and certain of the Company's subsidiaries as guarantors and grantors thereunder
(the Subsidiary Guarantors") (the Collateral Agreement" together with the Credit Agreement, the Credit Facility"). The Credit Agreement provides for: (i) a senior secured term loan facility with the Company as borrower in an aggregate principal amount of up to $980.0 million (the Term Facility"); (ii) a senior secured revolving credit facility with the Company as borrower in an aggregate principal amount of up to $100.0 million (the Revolving Facility"), which includes a sub-facility for the issuance of up to $25.0 million of letters of credit (the Revolving Facility" together with the Term Facility, the Facilities"); and (iii) incremental term loans (Additional Term Loans") and incremental increases under the Revolving Facility (the Incremental Revolving Facility" together with the Additional Term Loans, the Incremental Facilities") in amounts such that after giving effect to the incurrence of any such Incremental Facilities, either (a) the aggregate amount of Incremental Facilities does not exceed 150.0 million, plus all voluntary prepayments of the Term Facility and voluntary prepayments of the Revolving Facility to the extent accompanied by a permanent reduction of the revolving commitments thereunder, plus an additional amount, so long as, after giving effect to the incurrence of such additional amount, the pro forma Senior Secured Net Leverage Ratio (as defined in the Credit Agreement) does not exceed 4.00 to 1.00. The Revolving Facility will
terminate on April 2, 2023 and the Term Facility will mature on April 2, 2025. The Company borrowed the entire $980.0 million Term Facility on April 2, 2018 and used the proceeds to pay off all of the Company's existing obligations under the 2014 Credit Facility and to fund a portion of the cash consideration paid pursuant to the terms of the Merger Agreement to consummate the Merger. The Company has not drawn any monies under the Revolving Facility.