Common use of Long-term debt obligations Clause in Contracts

Long-term debt obligations. Adjustments to record the repayment of certain of XxXxxx’s debt as of September 30, 2016. Newco will use cash on hand and borrowings pursuant to a term borrowing and a notes offering to repay indebtedness and fund transaction costs. Adjustments to recognize $3.5 billion of borrowings from a new term loan facility, original issue discount of $35.0 million and deferred financing costs of $48.0 million. Adjustments also recognize $550.0 million of 6.25% Senior Notes due 2024, net of deferred financing costs of $6.9 million. The transactions contemplated by the Merger Agreement and the related financing have not yet been consummated. A detailed estimate of the sources and uses of cash associated with the Mergers are as follows (in thousands): Sources: Term loan facility $ 3,495,000 6.25% Senior Notes due 2024 550,000 Total Sources $ 4,045,000 Uses: Cash payments related to refinancing and debt repayments: Envision Term Loan $ (2,258,676 ) AmSurg Term Loan (850,425 ) AmSurg Senior Unsecured Notes due 2020 (250,000 ) AmSurg Revolving Credit Facility (400,000 ) Envision ABL Credit Facility (105,000 ) Total debt repayments (3,864,101 ) Termination fee related to the AmSurg Senior Unsecured Notes due 2020 (7,970 ) Accrued interest related to the AmSurg Senior Unsecured Notes due 2020 (4,688 ) Accrued interest related to the Envision Term Loan (274 ) Remaining estimated transaction fees (1) (74,000 ) Other accrued interest (1,189 ) Financing fees (2) (89,784 ) Total fees related to refinancing (177,905 ) Excess cash to the balance sheet (2,994 ) Total Uses $ (4,045,000 )

Long-term debt obligations. Adjustments to record the repayment of certain of XxXxxx’s 's debt as of September 30, 2016. Newco will use cash on hand and borrowings pursuant to a term borrowing and a notes offering to repay indebtedness and fund transaction costs. Adjustments to recognize $3.5 billion of borrowings from a new term loan facility, original issue discount of $35.0 million and deferred financing costs of $48.0 million. Adjustments also recognize $550.0 million of 6.25% Senior Notes due 2024, net of deferred financing costs of $6.9 million. The transactions contemplated by the Merger Agreement and the related financing have not yet been consummated. A detailed estimate of the sources and uses of cash associated with the Mergers are as follows (in thousands): Sources: Term loan facility $ 3,495,000 6.25% Senior Notes due 2024 550,000 Total Sources $ 4,045,000 Uses: Cash payments related to refinancing and debt repayments: Envision Term Loan $ (2,258,676 ) AmSurg Term Loan (850,425 ) AmSurg Senior Unsecured Notes due 2020 (250,000 ) AmSurg Revolving Credit Facility (400,000 ) Envision ABL Credit Facility (105,000 ) Total debt repayments (3,864,101 ) Termination fee related to the AmSurg Senior Unsecured Notes due 2020 (7,970 ) Accrued interest related to the AmSurg Senior Unsecured Notes due 2020 (4,688 ) Accrued interest related to the Envision Term Loan (274 ) Remaining estimated transaction fees (1) (74,000 ) Other accrued interest (1,189 ) Financing fees (2) (89,784 ) Total fees related to refinancing (177,905 ) Excess cash to the balance sheet (2,994 ) Total Uses $ (4,045,000 )

Long-term debt obligations. Adjustments to record the repayment of certain of XxXxxx’s debt as of September 30, 2016. Newco will use cash on hand and borrowings pursuant to a term borrowing and a notes offering to repay indebtedness and fund transaction costs. Adjustments to recognize $3.5 3.3 billion of borrowings from a new term loan facility, original issue discount of $35.0 16.5 million and deferred financing costs of $48.0 46.7 million. Adjustments also recognize $550.0 750.0 million of 6.25% Senior Notes due 2024senior notes issued, net of deferred financing costs of $6.9 9.4 million. The transactions contemplated by the Merger Agreement and the related financing have not yet been consummated. A detailed estimate of the sources and uses of cash associated with the Mergers are as follows (in thousands): Sources: Term loan facility $ 3,495,000 6.25% 3,295,000 Senior Notes due 2024 550,000 notes 750,000 Total Sources $ 4,045,000 Uses: Cash payments related to refinancing and debt repayments: Envision Term Loan $ (2,258,676 ) AmSurg Term Loan (850,425 ) AmSurg Senior Unsecured Notes due 2020 (250,000 ) AmSurg Revolving Credit Facility (400,000 ) Envision ABL Credit Facility (105,000 ) Total debt repayments (3,864,101 ) Termination fee related to the AmSurg Senior Unsecured Notes due 2020 (7,970 ) Accrued interest related to the AmSurg Senior Unsecured Notes due 2020 (4,688 ) Accrued interest related to the Envision Term Loan (274 ) Remaining estimated transaction fees (1) (74,000 ) Other accrued interest (1,189 ) Financing fees (2) (89,784 72,559 ) Total fees related to refinancing (177,905 160,680 ) Excess cash to the balance sheet (2,994 20,219 ) Total Uses $ (4,045,000 )

Long-term debt obligations. Adjustments to record the repayment of certain of XxXxxx’s 's debt as of September 30, 2016. Newco will use cash on hand and borrowings pursuant to a term borrowing and a notes offering to repay indebtedness and fund transaction costs. Adjustments to recognize $3.5 3.3 billion of borrowings from a new term loan facility, original issue discount of $35.0 16.5 million and deferred financing costs of $48.0 46.7 million. Adjustments also recognize $550.0 750.0 million of 6.25% Senior Notes due 2024senior notes issued, net of deferred financing costs of $6.9 9.4 million. The transactions contemplated by the Merger Agreement and the related financing have not yet been consummated. A detailed estimate of the sources and uses of cash associated with the Mergers are as follows (in thousands): Sources: Term loan facility $ 3,495,000 6.25% 3,295,000 Senior Notes due 2024 550,000 notes 750,000 Total Sources $ 4,045,000 Uses: Cash payments related to refinancing and debt repayments: Envision Term Loan $ (2,258,676 ) AmSurg Term Loan (850,425 ) AmSurg Senior Unsecured Notes due 2020 (250,000 ) AmSurg Revolving Credit Facility (400,000 ) Envision ABL Credit Facility (105,000 ) Total debt repayments (3,864,101 ) Termination fee related to the AmSurg Senior Unsecured Notes due 2020 (7,970 ) Accrued interest related to the AmSurg Senior Unsecured Notes due 2020 (4,688 ) Accrued interest related to the Envision Term Loan (274 ) Remaining estimated transaction fees (1) (74,000 ) Other accrued interest (1,189 ) Financing fees (2) (89,784 72,559 ) Total fees related to refinancing (177,905 160,680 ) Excess cash to the balance sheet (2,994 20,219 ) Total Uses $ (4,045,000 )