NASHVILLE, Tennessee., June 24, 2021 / PRNewswire / – Tivity Health, Inc. (Nasdaq: TVTY) (the “Company”), a leading provider of healthy life-changing solutions, including SilverSneakers®, today announced the price of a $ 400 million a senior secured B term loan facility (the “Term Facility”) and a $ 100 million Senior Secured Revolving Facility (the “Revolving Facility” and, together with the Term Facility, the “Credit Facilities”).
Borrowings under the Term Facility will be issued at 99.5% of their face value and will bear interest at a rate equal to LIBOR plus 4.25%, with a floor LIBOR of 0%. Loans under the Revolving Facility will bear interest at a rate equal to LIBOR plus 3.75% to 4.25% based on the Company’s total net leverage ratio from time to time. The Company intends to use the proceeds of the credit facilities to repay all amounts outstanding under its existing credit agreement and for general corporate purposes.
“The syndication of the new term facility was significantly oversubscribed and, as a result, obtained more favorable terms than the original price,” said Adam Holland, Financial director. “Our new credit facilities will provide us with a solid financial basis to grow the business with increased flexibility and extended duration. The reduction in the margin spread is expected to result in cash interest savings of over $ 3 million in the first 12 months, and lower amortization should reduce our annual capital required payments by $ 56 million, positioning us well to implement our new strategic direction and finance our growth initiatives. “
The proposed term facilities are expected to close by July 2021 and is subject to customary closing conditions. The commitments under the credit facilities and their terms remain subject to the finalization and execution of the final documentation.
Morgan Stanley, Credit Suisse and Truist Bank are acting as co-arrangers and bookrunners for the transaction.
About Tivity Health, Inc.
Tivity Health® Inc. (Nasdaq: TVTY) is a leading provider of healthy life-changing solutions, including SilverSneakers®, Prime® Fitness, WholeHealth Living® and Wisely WellMT. We plan to become the modern destination for a healthy lifestyle through our cutting-edge fitness offerings and enhanced digital engagement platform. We are continually expanding the SilverSneakers suite of digital offerings and services to provide seniors with everything they need to maintain and improve their health, including physical activity, social connections, community engagement, opportunities to volunteering and mental enrichment. Our goal is to partner with payers and service providers to enable a personalized, interactive and intuitive experience to deliver the right solutions to every member. We provide solutions that help adults feel better, work better and live better, and improve health outcomes while reducing health care costs. Learn more at www.tivityhealth.com.
Caution regarding forward-looking statements
This press release contains certain statements that are “forward-looking” statements within the meaning of federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on current expectations and include all statements that are not historical statements of fact and those concerning intention, belief or expectations, including, without limitation, statements accompanied by words. such as “will”, “will expect,” “prospect”, “anticipate”, “intend”, “plan”, “believe”, “seek”, “see”, “would like”, “target “, or other similar words, phrases or expressions and variations or negatives of such words. These forward-looking statements include, without limitation, statements of the Company concerning its future financial performance. Readers of this press release should understand that these statements are not guarantees of performance or results Many risks and uncertainties could affect actual results and cause them to differ materially from forward-looking statements.
These risks and uncertainties include, among others: the impacts of the COVID-19 pandemic (including the response of government authorities to combat and contain the pandemic, the closure of fitness centers in the Company’s national network (or operational restrictions imposed on such fitness centers)), closures and potential additional closures following increases in positive COVID-19 cases) on the Company’s business, operations or liquidity; risks associated with changes in macroeconomic conditions (including the impacts of any recession or changes in consumer spending resulting from the COVID-19 pandemic), generalized epidemics, pandemics (such as the current COVID-19 pandemic ) or other disease epidemics, geopolitical unrest and the persistent threat of national or international terrorism; the Company’s ability to collect accounts receivable from its customers and amounts due under its subleases; market acceptance of the Company’s new products and services; the Company’s ability to develop and implement effective strategies and to anticipate and respond to strategic changes, opportunities and emerging trends in the industry and / or business of the Company, as well as to accurately forecast the related impact on the Company’s revenues and profits; the impact of any impairment of goodwill, intangible assets or other long-lived assets of the Company; the Company’s ability to attract, hire or retain key personnel or other qualified employees and to control labor costs; the effectiveness of the reorganization of the Company’s activities and the Company’s ability to achieve the expected profits; the Company’s ability to compete effectively with other entities, whose financial, research, personnel and marketing resources may exceed its resources; the impact of legal proceedings involving the Company and / or its subsidiaries, products or services, including any claims relating to intellectual property rights, as well as the Company’s ability to maintain insurance coverage in respect of such legal proceedings and claims on terms favorable to the Company; the impact of severe or adverse weather conditions, the current COVID-19 pandemic and the potential emergence of additional health pandemics or infectious disease outbreaks on member participation in Society programs; the risks associated with deriving a significant concentration of income from a limited number of the Company’s clients, many of which are health plans; the Company’s ability and / or the ability of its clients to enroll participants and accurately forecast their level of enrollment and participation in the Company’s programs in a manner and within the timeframes provided by the Company; the Company’s ability to sign, renew and / or maintain contracts with its customers and / or the Company’s fitness partner sites under existing conditions or to restructure these contracts on conditions that would not have a negative impact material to the results of operations of the Company; the ability of clients of the Company’s health insurance plans to maintain the number of covered persons enrolled in these health insurance plans during the term of the Company’s agreements; the Company’s ability to add and / or retain active subscribers in its Prime Fitness program; the impact of any change in tax rates, the enactment of new tax laws, revisions of tax regulations or any claim or dispute with the tax authorities; the impact of reduced reimbursement rates for Medicare Advantage health plans or changes in plan design; the impact of any new or proposed legislation, regulations and interpretations relating to Medicare, Medicare Advantage, Medicare Supplement, and privacy and security laws; the impact of health care reform on the Company’s activities; risks associated with potential failures of the Company’s information systems or those of its third-party vendors, including due to telecommuting issues associated with staff working remotely, which may include non-execution of policies and processes in a work from home or remote model; risks associated with breaches of confidentiality or data security, hacking, network penetration and other illegal intrusions into the information systems of the Company or of third-party suppliers or other service providers. services, including risks resulting from an increase in staff working remotely, which may result in unauthorized access by third parties, loss, misappropriation, disclosure or corruption of information about customers, employees or the company, or other data subject to privacy laws and may result in an interruption of the company’s activities, costs of modification, improvement or remedying its cybersecurity measures, enforcement actions, fines or litigation against the Company, or damage its commercial reputation; risks associated with changes to traditional office-centric business processes and / or the conduct of out-of-office operations in a work-from-home or remote model by the Company or its third-party vendors during adverse situations (e.g. , during a crisis, disaster, or pandemic), which may result in additional costs and / or have a negative impact on productivity and cause other disruptions to the activities of the Company; the Company’s ability to enforce its intellectual property rights; the risk that the Company’s indebtedness limits the Company’s ability to adapt to changes in the economy or market conditions, exposes the Company to interest rate risk for variable-rate indebtedness and requires that a substantial portion of cash flow from operations be dedicated to the payment of debt; the Company’s ability to service its debt, make principal and interest payments as such payments become due and remain in compliance with its covenants; the Company’s ability to obtain adequate financing to provide capital that may be required to support its current or future operations; the counterparty risk associated with the Company’s interest rate swap contracts; and other risks detailed in documents filed by the Company with the Securities and Exchange Commission.
For more information on factors that could cause actual results to differ materially from those described in forward-looking statements, please refer to the documents filed by the Company with the SEC. Except as required by law, the Company assumes no obligation to update these forward-looking statements to reflect new information, subsequent events or circumstances.
Investor Relations Contact:
Vice-President – Investor Relations
SOURCE Tivity Health