INDENTURE Dated as of June 28, 2018 Among AHP HEALTH PARTNERS, INC., THE GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO and U.S. BANK NATIONAL ASSOCIATION, as Trustee 9.75% SENIOR NOTES DUE 2026Indenture • December 4th, 2018 • Ardent Health Partners, LLC • Services-general medical & surgical hospitals, nec • New York
INDENTURE, dated as of June 28, 2018, among AHP Health Partners, Inc. (the “Company”), Ardent Health Partners, LLC (“Parent”), the Note Guarantors (as defined herein) from time to time party hereto and U.S. Bank National Association, as trustee (the “Trustee”).
ABL CREDIT AGREEMENT Dated as of June 28, 2018 among AHP HEALTH PARTNERS, INC., AHS EAST TEXAS HEALTH SYSTEM, LLC and CERTAIN OF THEIR RESPECTIVE SUBSIDIARIES, as Borrowers, ARDENT HEALTH PARTNERS, LLC, as Parent, and CERTAIN OF ITS SUBSIDIARIES, as...Intercreditor Agreement • December 4th, 2018 • Ardent Health Partners, LLC • Services-general medical & surgical hospitals, nec • New York
This ABL CREDIT AGREEMENT is entered into as of June 28, 2018 among AHP HEALTH PARTNERS, INC., a Delaware corporation (“Company”), AHS EAST TEXAS HEALTH SYSTEM, LLC, a Texas limited liability company (“AHS East Texas”), ARDENT HEALTH PARTNERS, LLC, a Delaware limited liability company (“Parent”), as Parent, the Subsidiaries of the Company and AHS East Texas from time to time party hereto as Borrowers, the Guarantors (defined herein), the Lenders (defined herein), BARCLAYS BANK PLC, as Administrative Agent, Swing Line Lender, and Collateral Agent, and the L/C Issuers (as defined herein).
MASTER LEASE Between VTR Hillcrest MC Tulsa, LLC, VTR Hillcrest HS Tulsa, LLC, VTR Bailey MC, LLC, VTR Heart Hospital, LLC, VTR Lovelace WH, LLC, VTR Lovelace Westside, LLC, VTR Lovelace Roswell, LLC, VTR Lovelace MC & Rehab, LLC, VTR Hillcrest...Master Lease • December 4th, 2018 • Ardent Health Partners, LLC • Services-general medical & surgical hospitals, nec • Illinois
This Master Lease (this “Lease”) is entered into as of August 4, 2015 (the “Effective Date”) by and between VTR Hillcrest MC Tulsa, LLC, VTR Hillcrest HS Tulsa, LLC, VTR Bailey MC, LLC, VTR Heart Hospital, LLC, VTR Lovelace WH, LLC, VTR Lovelace Westside, LLC, VTR Lovelace Roswell, LLC, VTR Lovelace MC & Rehab, LLC, VTR Hillcrest Claremore, LLC and VTR Baptist SA, LLC, each a Delaware limited liability company (individually and collectively, “Landlord”), and each of the entities identified on Schedule 1-B (individually and collectively, “Tenant”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 4th, 2018 • Ardent Health Partners, LLC • Services-general medical & surgical hospitals, nec • Delaware
This Registration Rights Agreement (the “Agreement”) dated July 3, 2015 is among EGI-AM Holdings, L.L.C., a Delaware limited liability company (the “Company”), and the Company equityholders who are party to this Agreement (the “Investors”). The Company and the Investors are collectively referred to herein as the “Parties”. Capitalized terms used herein are defined in Section 12.
TERM LOAN CREDIT AGREEMENT Dated as of June 28, 2018 among AHP HEALTH PARTNERS, INC., as Borrower, ARDENT HEALTH PARTNERS, LLC, as Parent, and CERTAIN OF ITS SUBSIDIARIES, as the Guarantors, BARCLAYS BANK PLC, as Administrative Agent, and The Other...Term Loan Credit Agreement • December 4th, 2018 • Ardent Health Partners, LLC • Services-general medical & surgical hospitals, nec • New York
This TERM LOAN CREDIT AGREEMENT is entered into as of June 28, 2018 among AHP HEALTH PARTNERS, INC., a Delaware corporation (the “Borrower”), ARDENT HEALTH PARTNERS, LLC, a Delaware limited liability company (“Parent”), as Parent, the Guarantors (defined herein), the Lenders (defined herein) and BARCLAYS BANK PLC, as Administrative Agent.
THIRD AMENDMENT TO MASTER LEASEMaster Lease • December 4th, 2018 • Ardent Health Partners, LLC • Services-general medical & surgical hospitals, nec
This THIRD AMENDMENT TO MASTER LEASE (the “Amendment”) is dated as of February 26, 2018 by and among VTR Hillcrest MC Tulsa, LLC, VTR Hillcrest HS Tulsa, LLC, VTR Bailey MC, LLC, VTR Heart Hospital, LLC, VTR Lovelace WH, LLC, VTR Lovelace Westside, LLC, VTR Lovelace Roswell, LLC, VTR Lovelace MC & Rehab, LLC, VTR Hillcrest Claremore, LLC and VTR Baptist SA, LLC, each a Delaware limited liability company (individually and collectively, “Landlord”); the entities listed on Schedule 1 attached hereto (individually and collectively, “Tenant”); and ARDENT HEALTH PARTNERS, LLC, a Delaware limited liability company, f/k/a EGI-AM Holdings, L.L.C., ARDENT LEGACY HOLDINGS, LLC, a Delaware limited liability company, AHS LEGACY OPERATIONS, LLC, a Delaware limited liability company, AHP HEALTH PARTNERS, LLC, a Delaware limited liability company, f/k/a AHP Health Partners, Inc. and ARDENT LEGACY ACQUISITIONS, INC., a Delaware corporation (individually and collectively, “Guarantor”).
ARDENT HEALTH PARTNERS, LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated June 21, 2017Limited Liability Company Agreement • December 4th, 2018 • Ardent Health Partners, LLC • Services-general medical & surgical hospitals, nec • Delaware
This Amended and Restated Limited Liability Company Agreement (this “Agreement”) dated June 21, 2017, and effective as of March 13, 2017 (the “A&R Effective Date”), is among the unitholders of Ardent Health Partners, LLC, a Delaware limited liability company (the “Company”).
