Attached files
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EX-99.1 - EX-99.1 - MEDASSETS INC | g24798exv99w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): October 4, 2010
MedAssets, Inc.
Delaware | 001-33881 | 51-0391128 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
100 North Point Center E, Suite 200, Alpharetta, Georgia |
30022 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: 678-323-2500
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 7.01 | Regulation FD Disclosure. |
MedAssets, Inc. (the Company) is hereby disclosing certain financial information (attached in
Exhibit 99.1 and incorporated herein by reference) with respect to Broadlane Intermediate Holdings,
Inc. (Broadlane Intermediate Holdings) in connection with the Companys acquisition of Broadlane
Intermediate Holdings (the Acquisition) contemplated by the previously announced Stock Purchase
Agreement, dated as of September 14, 2010, by and among the Company, Broadlane Holdings, LLC, a
Delaware limited liability company (Broadlane LLC), and Broadlane Intermediate Holdings, a
Delaware corporation and a wholly-owned subsidiary of Broadlane LLC. Portions of the information
will be used for presentations to potential lenders in connection with the Company obtaining $750
million in senior secured first-lien loan facilities and, if up to $360 million of senior notes are
not issued by the Company on or prior to the closing date of the Acquisition, $360 million of
senior unsecured increasing rate bridge loans under a senior unsecured bridge facility, the
proceeds of which will be used to, among other things, finance the Acquisition and refinance the
Companys existing indebtedness, as contemplated by the previously disclosed debt commitment letter
among the Company, Barclays Bank PLC, JPMorgan Chase Bank, N.A. and J.P. Morgan Securities LLC,
dated as of September 14, 2010.
The information furnished pursuant to, and incorporated by reference in, Item 7.01 shall not be
deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended
(the Exchange Act) or otherwise subject to the liabilities of that section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act or the Exchange Act,
regardless of any general incorporation language in such filing.
The financial information and operating data do not represent a comprehensive statement of the
financial results for Broadlane Intermediate Holdings for the periods presented. KPMG LLP,
Broadlane Intermediate Holdings independent registered public accounting firm, has not audited the
accompanying financial information and operating data. Accordingly, KPMG does not express an
opinion or any other form of assurance with respect thereto. Furthermore, the results for periods
of less than a full year are not necessarily indicative of the results to be expected for any other
interim period or for a full year. Accordingly, investors and stockholders should not place undue
reliance on the financial information and operating data.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit | ||
Number | Description | |
99.1
|
Certain financial information of Broadlane Intermediate Holdings, Inc. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned hereunto duly authorized.
MedAssets, Inc. |
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October 4, 2010 | By: | /s/ L. Neil Hunn | ||
Name: | L. Neil Hunn | |||
Title: | Executive Vice President, Chief Financial Officer and President of Revenue Cycle Technology |
EXHIBIT INDEX
Exhibit No. | Description | |
99.1
|
Certain financial information of Broadlane Intermediate Holdings, Inc. |