Encompass Health Corporation Announces Execution of Supplemental Indenture for its 4.500% Senior Notes due 2028, 4.750% Senior Notes due 2030 and 4.625% Senior Notes due 2031

Rhea-AI Summary

Encompass Health Corporation (NYSE: EHC) announced on January 25, 2022, that it secured required consents from holders of its 4.500% Senior Notes due 2028, 4.750% Senior Notes due 2030, and 4.625% Senior Notes due 2031 for proposed amendments. The solicitation expired on January 24, 2022. A supplemental indenture was executed at the Consent Effective Time, becoming binding on all Notes holders. However, the Proposed Amendments will only take effect upon the Company's payment of a second consent payment. Citigroup and Goldman Sachs acted as solicitation agents for the consent process.

Positive

• Consent received from holders of senior notes, allowing for amendments.
• Execution of supplemental indenture enhances financial flexibility.

Negative

• None.

BIRMINGHAM, Ala., Jan. 25, 2022 /PRNewswire/ -- Encompass Health Corporation ("Encompass Health" or the "Company") (NYSE: EHC), a national leader in integrated healthcare, offering facility-based and home-based patient care through its network of inpatient rehabilitation hospitals and home health and hospice agencies, today announced that it has received the required consents (the "Required Consents") from holders of its 4.500% Senior Notes due 2028 (the "2028 Notes"), 4.750% Senior Notes due 2030 (the "2030 Notes") and 4.625% Senior Notes due 2031 (the "2031 Notes" and together with the 2028 Notes and 2030 Notes, the "Notes") to certain proposed amendments (the "Proposed Amendments") described in the Consent Solicitation Statement, dated December 9, 2021 (as amended on December 16, 2021, January 12, 2022, January 18, 2022 and January 20, 2022, the "Statement") to the indenture governing the Notes (the "Indenture"). The solicitation of consents from the holders of the Notes (the "Consent Solicitation") expired at 5:00 p.m., New York City time on January 24, 2022 (the "Expiration Date").

On January 24, 2022 (the "Consent Effective Time"), the Company, its subsidiaries party to the Indenture as guarantors, and the indenture trustee executed a supplemental indenture (the "Supplemental Indenture") in respect of the Notes in accordance with the Statement. The Supplemental Indenture will become effective upon its execution at the Consent Effective Time and payment of the First Consent Payment (as defined in the Statement) and is binding on all holders of the Notes, even those who did not deliver a consent at or prior to the Expiration Date, but the  Proposed Amendments will become operative only if the Company makes the Second Consent Payment as defined and described in the Statement.

Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC were the solicitation agents in the Consent Solicitation and Global Bondholder Services Corporation served as the information and tabulation agent. Persons with questions regarding the Consent Solicitation should contact Citigroup Global Markets Inc. at (toll free) +1 (800) 558-3745 or (collect) +1 (212) 723-6106 or by e-mail at ny.liabilitymanagement@citi.com and Goldman Sachs & Co. LLC at (toll free) +1 (800) 828-3182 or (collect) +1 (212) 902-5962 or by e-mail at GS-LM-NYC@gs.com. Requests for the Statement should be directed to Global Bondholder Services Corporation, at (toll free) +1 (855) 654-2015, (banks and brokers) +1 (212) 430-3774, by facsimile (for Eligible Institutions only) at +1 (212) 430-3775/3779 or by e-mail to contact@gbsc-usa.com.

This press release is for informational purposes only and is neither an offer to sell nor a solicitation of an offer to buy any security. The Consent Solicitation was made solely by the Statement referred to above and related materials and is subject to the terms and conditions stated therein. Neither the Statement nor any documents related to the Consent Solicitation have been filed with, and have not been approved or reviewed by, any federal or state securities commission or regulatory authority of any country. No authority has passed upon the accuracy or adequacy of the Statement or any documents related to the Consent Solicitation, and it is unlawful and may be a criminal offense to make any representation to the contrary.

About Encompass Health

As a national leader in integrated healthcare services, Encompass Health (NYSE: EHC) offers both facility-based and home-based patient care through its network of inpatient rehabilitation hospitals, home health agencies and hospice agencies. With a national footprint that includes 145 hospitals, 251 home health locations, and 96 hospice locations in 42 states and Puerto Rico, the Company provides high quality, cost-effective integrated healthcare. Encompass Health is ranked as one of Fortune's 100 Best Companies to Work For. For more information, visit encompasshealth.com, or follow us on our newsroom, Twitter, Instagram and Facebook.

Forward-Looking Statements

Statements contained in this press release which are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In addition, Encompass Health, through its senior management, may from time to time make forward-looking public statements concerning the matters described herein. All such estimates, projections, and forward-looking information speak only as of the date hereof, and Encompass Health undertakes no duty to publicly update or revise such forward-looking information, whether as a result of new information, future events, or otherwise. Such forward-looking statements are necessarily estimates based upon current information, and involve a number of risks and uncertainties about Encompass Health's business plans and strategies, and actual events or results may differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those factors which may be identified from time to time in Encompass Health's SEC filings and other public announcements, including Encompass Health's current reports on Form 8-K, quarterly reports on Form 10-Q and its latest annual report on Form 10-K for the year ended December 31, 2020. No assurance can be given that the transactions described herein will be consummated or as to the ultimate terms of any such transactions.

Media contact: Casey Winger | 205-970-5912                                       

casey.winger@encompasshealth.com

Investor Relations contact: Mark Miller | 205-970-5860

mark.miller@encompasshealth.com

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SOURCE Encompass Health Corp.

FAQ

What did Encompass Health announce on January 25, 2022?

Encompass Health announced it received required consents for amendments to its senior notes.

What are the senior notes involved in Encompass Health's announcement?

The senior notes involved are the 4.500% due 2028, 4.750% due 2030, and 4.625% due 2031.

What was the expiration date for the consent solicitation regarding Encompass Health's senior notes?

The expiration date for the consent solicitation was January 24, 2022.

Who were the solicitation agents for Encompass Health's consent solicitation?

Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC were the solicitation agents.

What will make the proposed amendments to Encompass Health's senior notes operative?

The proposed amendments will become operative upon the Company making a second consent payment.