September 30, 2021

Milbank Advises Arrangers, Lenders and Investors in CHG Healthcare’s Dividend Recapitalization

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Milbank LLP represented the first lien lenders and second lien investors in the dividend recapitalization of CHG Healthcare Service, Inc.’s (“CHG Healthcare”) existing 2016 first lien term loan facilities and 2020 first lien pari notes facility consisting of $1.58 billion first lien term loans, $150 million first lien revolving credit facility and $430 million second lien secured notes. As part of the recapitalization, Milbank advised Goldman Sachs as administrative agent and Goldman Sachs, JPMorgan Chase Bank, Barclays Bank, BMO Capital Markets and Citibank as lead arrangers and lenders.

The second lien notes were placed privately, while the first lien facilities were broadly syndicated by Goldman Sachs as left lead arranger. The re-levering transaction provided the sponsors with cash to the balance sheet to provide for a dividend payment. Milbank also represented the lenders in the acquisition of CHG Healthcare in 2012.

Based in Utah, CHG Healthcare was founded as a healthcare services company that places healthcare providers where they’re needed the most, often in rural and other hard-to-reach areas of the United States. The company is now comprised of numerous respected healthcare staffing brands: CompHealth, Weatherby Healthcare, RNnetwork, LocumsMart, Modio and Global Medical Staffing. CHG Healthcare is a portfolio company of Leonard Green & Partners and Ares Capital.

The Milbank team was led by New York-based Global Leveraged Finance partner Marcus Dougherty along with special counsel Meir Hornung, and associates Sara Hung, George Miller and Gregory Arpino. The Milbank Capital Markets team representing the second lien investors was led by New York-based Global Capital Markets partner Benjamin Miles along with special counsel Sean Strasburg and associates Mandeep Kalra and Eddie Hale, with support from Global Leveraged Finance associate Jenny Saufley.