NEW YORK, Oct. 5, 2020 /PRNewswire/ -- Churchill
Capital Corp III ("Churchill III") (NYSE: CCXX), a public
investment vehicle, and MultiPlan, Inc. ("MultiPlan"), a leading
value-added provider of data analytics and technology-enabled
end-to-end cost management solutions to the U.S. healthcare
industry, announced today that, based on MultiPlan's recent strong
financial performance and favorable market conditions, MultiPlan
has launched a process to refinance its 7.125% Senior Notes due
2024 and indebtedness under its existing senior secured credit
facilities with the goal of meaningfully lowering annual interest
expense, extending maturities and increasing access to liquidity.
MultiPlan is in active dialogue with its advisors and certain
rating agencies, however the timing and terms of any such
refinancing are subject to market and other conditions, and there
can be no assurance that such indebtedness will be refinanced.
In addition, MultiPlan, based on stronger than previously
forecast revenue performance in July and August and preliminary
results for the quarter ended September 30,
2020, announced that it is reconfirming its 2020
outlook.
Churchill III and MultiPlan also announced that their pending
business combination is scheduled to occur on October 8, 2020, the day immediately following
the special meeting of stockholders. Churchill III reaffirms its
convictions that all remaining closing conditions will be satisfied
by October 8, 2020, based on voting
agreements with certain Churchill III stockholders, representing
approximately 41% of the outstanding common stock of Churchill III,
the additional voting commitment of MultiPlan which owns
approximately 6.6% of the outstanding common stock, non-redemption
commitments by certain Churchill III stockholders of approximately
$290 million, and outstanding
financing commitments of approximately $2.6
billion.
Holders of Churchill III's common stock as of the close of
business on September 14, 2020 are
entitled to vote at the special meeting. The Churchill III Board of
Directors unanimously recommends that stockholders vote "FOR" the
business combination proposal with MultiPlan as well as the other
proposals set forth in the proxy statement. Churchill III
appreciates the support of its stockholders and financing sources
for the business combination proposal with MultiPlan.
Churchill investors are invited to a conference call to receive
an update on the pending business combination on Monday, October 5, at 8:30
a.m. Eastern Time. Investors interested in accessing the
conference call can dial +1 844 998 1532 (United States Toll-Free)
or +1 516 289 0966 (United States Toll/International). The Event ID
number is: 316926.
About Churchill Capital Corp III
Churchill Capital
Corp III is a public investment vehicle formed for the purpose of
effecting a merger, acquisition, or similar business combination.
Churchill III was founded by a group of leading current and former
business and financial leaders. Churchill III's securities are
traded on the New York Stock Exchange under ticker symbols CCXX,
CCXX.WS and CCXX.U. Churchill III raised $1.1 billion of cash proceeds in an initial
public offering in February 2020. The
first public equity investment company by Churchill III's sponsor,
Churchill Capital Corp, led by Jerre
Stead, merged with Clarivate Analytics, a leading provider
of comprehensive intellectual property and scientific information,
analytical tools, and services in May
2019. Churchill Capital Corp II and Churchill Capital Corp
IV are actively pursuing initial business combination targets in
any business or industry. For more information, visit
iii.churchillcapitalcorp.com
About MultiPlan
MultiPlan is committed to helping
healthcare payors manage the cost of care, improve their
competitiveness and inspire positive change. Leveraging
sophisticated technology, data analytics, and a team rich with
industry experience, MultiPlan interprets clients' needs and
customizes innovative solutions that combine its payment integrity,
network-based and analytics-based services. MultiPlan is a trusted
partner to over 700 healthcare payors in the commercial health,
dental, government and property and casualty markets. MultiPlan is
owned by Hellman & Friedman and other investors. For more
information, visit multiplan.com.
No Offer or Solicitation
This communication is for
informational purposes only and is not intended to and does not
constitute, or form part of, an offer, invitation or the
solicitation of an offer or invitation to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of any
securities, or the solicitation of any vote or approval in any
jurisdiction, pursuant to the proposed transactions or otherwise,
nor shall there be any sale, issuance or transfer of any securities
in any jurisdiction in contravention of applicable law. In
particular, this communication is not an offer of securities for
sale into the United States. No
offer of securities shall be made in the
United States absent registration under the U.S. Securities
Act of 1933, as amended, or pursuant to an exemption from, or in a
transaction not subject to, such registration requirements.
Forward-Looking Statements
This press release includes
"forward looking statements" within the meaning of the "safe
harbor" provisions of the United States Private Securities
Litigation Reform Act of 1995. Terms such as "anticipate,"
"believe," "will," "continue," "could," "estimate," "expect,"
"intend," "may," "might," "plan," "possible," "potential,"
"predict," "should," "would," or similar expressions may identify
forward-looking statements, but the absence of these words does not
mean the statement is not forward-looking. Such forward looking
statements, including those related to the satisfaction of closing
conditions relating to our business combination, MultiPlan's
financial results, refinancing MultiPlan's indebtedness, and our
ability to execute our strategic plan, are based on current
expectations that are subject to known and unknown risks and
uncertainties. Investors are also encouraged to review the other
risks and uncertainties indicated in the definitive proxy statement
filed in connection with the business combination, including those
under "Risk Factors" therein, and other documents filed or to be
filed with the Securities and Exchange Commission ("SEC") by
Churchill III or MultiPlan. Investors are cautioned not to place
undue reliance upon any forward-looking statements, which speak
only as of the date made. Churchill III and MultiPlan undertake no
commitment to update or revise the forward-looking statements,
whether as a result of new information, future events or otherwise.
The forward-looking statements in this press release speak as of
the date of this press release. Although Churchill III and
MultiPlan may from time to time voluntarily update its prior
forward-looking statements, it disclaims any commitment to do so
whether as a result of new information, future events, changes in
assumptions or otherwise except as required by applicable
securities laws.
Additional Information and Where to Find It
In
connection with the proposed transactions, Churchill III filed a
definitive proxy statement with the SEC on September 18, 2020. Churchill III intends to file
other relevant material with the SEC. Stockholders are urged to
read the definitive proxy statement, as well as any other documents
filed with the SEC in connection with the proposed business
combination or incorporated by reference in the definitive proxy
statement because they will contain important information about the
proposed business combination.
Investors will be able to obtain free of charge the definitive
proxy statement and other documents filed with the SEC at the SEC's
website at http://www.sec.gov. Copies of the documents filed with
the SEC by Churchill when and if available, can be obtained free of
charge by directing a written request to Churchill Capital Corp
III, 640 Fifth Avenue, 12th Floor, New
York, NY 10019.
The directors, executive officers and certain other members of
management and employees of Churchill may be deemed "participants"
in the solicitation of proxies from stockholders of Churchill III
in favor of the proposed business combination. Information
regarding the persons who may, under the rules of the SEC, be
considered participants in the solicitation of the stockholders of
Churchill III in connection with the proposed business combination
is set forth in the definitive proxy statement and the other
relevant documents to be filed with the SEC. You can find
information about Churchill III's executive officers and directors
in Churchill III's filings with the SEC, including Churchill III's
final prospectus for its initial public offering.
Media Contacts
Churchill Capital Corp III:
Steven Lipin or Felipe Ucros at Gladstone Place Partners
212-230-5930
MultiPlan: Pamela Walker
781-895-3118
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SOURCE Churchill Capital Corp III