CHANGE HEALTHCARE INC., as Issuer, and U.S. BANK N.A., as Trustee INDENTURE Dated as of [•], 2019 Senior SecuritiesIndenture • May 24th, 2019 • Change Healthcare Inc. • Services-computer processing & data preparation • New York
INDENTURE, dated as of [●], 2019, between Change Healthcare Inc., a Delaware corporation (herein called the “Company”), having its principal office at 3055 Lebanon Pike, Suite 1000, Nashville, Tennessee, and U.S. Bank N.A., as Trustee (herein called the “Trustee”).
PURCHASE CONTRACT AGREEMENT Dated as of [•], 2019 between CHANGE HEALTHCARE INC. and U.S. BANK N.A., as Purchase Contract Agent, as Attorney-in-Fact for the Holders of Equity-Linked Securities from time to time as provided herein and as Trustee under...Purchase Contract Agreement • May 24th, 2019 • Change Healthcare Inc. • Services-computer processing & data preparation • New York
PURCHASE CONTRACT AGREEMENT, dated as of [•], 2019 between CHANGE HEALTHCARE INC., a Delaware corporation (the “Company”), and U.S. BANK N.A., a national banking association acting as purchase contract agent and attorney-in-fact for the Holders of Equity-Linked Securities (as defined herein) from time to time (the “Purchase Contract Agent”) and as trustee under the Indenture (as defined herein).
CHANGE HEALTHCARE INC., as Issuer, AND U.S. BANK N.A., as Trustee First Supplemental Indenture Dated as of [●], 2019 to Indenture Dated as of [●], 2019 [•]% Senior Amortizing Notes due 2022Supplemental Indenture • May 24th, 2019 • Change Healthcare Inc. • Services-computer processing & data preparation • New York
FIRST SUPPLEMENTAL INDENTURE dated as of [●], 2019 (this “Supplemental Indenture”) between CHANGE HEALTHCARE INC., a Delaware corporation (the “Company”), and U.S. BANK N.A., a national banking association, as trustee (the “Trustee”), supplementing the Indenture dated as of [●], 2019, between the Company and the Trustee (the “Base Indenture”).
Change Healthcare Inc. Tangible Equity Units Underwriting AgreementUnderwriting Agreement • May 24th, 2019 • Change Healthcare Inc. • Services-computer processing & data preparation • New York
Each Security has a stated amount of $50.00 (the “Stated Amount”) and consists of (a) a prepaid stock purchase contract (each, a “Purchase Contract”) under which the holder has purchased and the Company will agree to deliver on [•], 2022, subject to postponement in certain circumstances and subject to any early settlement of such Purchase Contract pursuant to the provisions thereof and of the Purchase Contract Agreement (the “Purchase Contract Agreement”), to be dated as of the date of the First Time of Delivery (as defined below), among the Company, U.S. Bank N.A., as purchase contract agent (“Purchase Contract Agent”) and attorney-in-fact for the holders of the Purchase Contracts from time to time, and the Trustee (as defined below), a number of shares of common stock, par value $0.001 per share, of the Company (“Stock”), determined pursuant to the terms of the Purchase Contract and the Purchase Contract Agreement and (b) a senior amortizing note with a final installment payment date
