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Latham Advises on Concentra’s US$650 Million Senior Notes Offering

June 27, 2024
Firm represents the initial purchasers in the offering in connection with the spin-off of Concentra from its publicly traded parent, Select Medical.

Select Medical Holdings Corporation (Select) (NYSE: SEM) and Concentra Group Holdings Parent, Inc. (Concentra), have announced that Concentra Escrow Issuer Corporation (Issuer), a wholly owned subsidiary of Concentra Health Services, Inc. (CHSI), has priced its offering of US$650 million aggregate principal amount of 6.875% senior notes due 2032. The notes are being offered in connection with Select's previously announced plan to pursue a separation of Concentra, its wholly owned occupational health services business (the Separation). As a step in the process of effectuating the Separation and subject to satisfaction of certain conditions, including securing additional required financing, the Issuer will merge with and into CHSI, with CHSI continuing as the surviving entity (the Merger), and CHSI will assume all of the Issuer's obligations under the notes and the related indenture. Upon consummation of the Merger, the notes will be unconditionally guaranteed, jointly and severally, on a senior unsecured basis by Concentra and certain of Concentra's subsidiaries that will also guarantee CHSI's proposed new senior secured credit facilities.

Latham & Watkins LLP represented the initial purchasers in the offering with a team led by New York partners Corey Wright, Nathan Ajiashvili, and Alison Haggerty, with associates Kaj Nielsen, Jie Lin Nai, Adam Weber, and Emma Gilmore. Advice was provided on healthcare regulatory matters by Washington, D.C. partner Jason Caron and Washington, D.C. counsel Nicole Liffrig Molife, with associates Margaret Rote and Megan Lich; and on tax matters by Chicago partner Rene de Vera.

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