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Subsequent Events
12 Months Ended
Dec. 31, 2016
Subsequent Events  
Subsequent Events

 

12. Subsequent Events

2017 Credit Facility

On January 10, 2017, the Company entered into a Credit Agreement with The Bank of Tokyo-Mitsubishi UFJ, Ltd., Citigroup Global Markets Inc., Compass Bank (d/b/a BBVA Compass), JPMorgan Chase Bank, N.A., Suntrust Robinson Humphrey, Inc. and Wells Fargo Securities, LLC as joint lead arrangers and joint bookrunners, that provides for a $200.0 million delayed draw term loan to Magellan Pharmacy Services, Inc., a wholly-owned subsidiary of the Company, as the borrower (the “2017 Credit Facility”).

The 2017 Credit Facility is guaranteed by substantially all of the non-regulated subsidiaries of the Company and will mature on December 29, 2017. The proceeds of the 2017 Credit Facility will be used for working capital and general corporate purposes, including the funding of acquisitions not prohibited thereunder.

Under the 2017 Credit Facility, the annual interest rate on the term loan borrowing is equal to (i) in the case of base rate loans, the sum of an initial borrowing margin of 0.625 percent plus the higher of the prime rate, one-half of one percent in excess of the overnight “federal funds” rate, or the Eurodollar rate for one month plus 1.00 percent, or (ii) in the case of Eurodollar rate loans, the sum of an initial borrowing margin of 1.625 percent plus the Eurodollar rate for the selected interest period. The borrowing margin is subject to adjustment based on the leverage ratio of the Company. The Company, through Magellan Pharmacy Services, Inc., has the option to borrow in base rate loans or Eurodollar rate loans at its discretion. The commitment commission on the 2017 Credit Facility is 0.25 percent of the unused commitment, which rate shall be adjusted from time to time based on the Company's total leverage ratio.

The 2017 Credit Facility contains certain affirmative and negative covenants and certain events of default customary for facilities of this type and substantially identical to those applicable to the 2016 Credit Facility.

On January 10, 2017, the Company completed a $100.0 million draw of its available $200.0 million delayed draw term loan under the 2017 Credit Facility. Subsequent to December 31, 2016, the revolver borrowings under the 2014 Credit Facility have been settled. As of February 22, 2017, the Company had borrowing capacity of $222.3 million and $100.0 million under its 2014 Credit Facility and 2017 Credit Facility, respectively.

 

Granite Alliance Insurance Company Acquisition

Pursuant to the November 19, 2016 purchase agreement with Veridicus Health and Granite Alliance Insurance Company (“Granite”) (the “Granite Agreement”), on February 7, 2017 the Company acquired all of the issued and outstanding stock of Granite. Granite is a fully licensed insurance company which is contracted with CMS and serves members enrolled in the Medicare Part D Employer Group Waiver Plan (“EGWP”) program. As consideration for this transaction, the Company paid a base price of $2.0 million, subject to working capital adjustments.