Exhibit A
JOINT FILING AGREEMENT
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing of BCP Summit Holdings L.P., BFIP Summit Holdings L.P., BCP Summit Holdings GP L.L.C., BFIP Summit Holdings GP L.L.C. Blackstone Capital Partners VI L.P., Blackstone Family Investment Partnership VI L.P., Blackstone Family Investment Partnership VI-ESC L.P., Blackstone Eagle Principal Transaction Partners L.P., GSO COF Facility LLC, Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BCP VI Side-by-Side GP L.L.C., GSO Capital Partners LP, GSO Advisor Holdings L.L.C., Blackstone Holdings I L.P., Blackstone Holdings I/II GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Change Healthcare Inc., a Delaware corporation, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. Each of them is responsible for the timely filing of such filings and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement this 16th day of February 2021.
BCP SUMMIT HOLDINGS L.P. |
By: | BCP Summit Holdings GP L.L.C., its general partner | |
By: | Blackstone Management Associates VI | |
L.L.C., its general partner | ||
By: | BMA VI L.L.C, its sole member | |
By: | Blackstone Holdings III L.P., its managing member | |
By: | Blackstone Holdings III GP L.P., its general partner | |
By: | Blackstone Holdings III GP Management | |
L.L.C., its general partner |
By: | /s/ Tabea Y. Hsi |
Name: | Tabea Y. Hsi | |
Title: | Senior Managing Director |
BFIP SUMMIT HOLDINGS L.P. | ||
By: | BFIP Summit Holdings GP L.L.C., its general partner | |
By: | BCP VI Side-by-Side GP L.L.C., its sole | |
Member | ||
By: | Blackstone Holdings III L.P., its sole member | |
By: | Blackstone Holdings III GP L.P., its general partner | |
By: | Blackstone Holdings III GP Management | |
L.L.C., its general partner |
By: | /s/ Tabea Y. Hsi |
Name: Tabea Y. Hsi |
Title: Senior Managing Director |
BCP SUMMIT HOLDINGS GP L.L.C. |
By: | Blackstone Management Associates VI | |
L.L.C., its general partner | ||
By: | BMA VI L.L.C, its sole member | |
By: | Blackstone Holdings III L.P., its managing member | |
By: | Blackstone Holdings III GP L.P., its general partner | |
By: | Blackstone Holdings III GP Management | |
L.L.C., its general partner |
By: | /s/ Tabea Y. Hsi |
Name: Tabea Y. Hsi |
Title: Senior Managing Director |
BFIP SUMMIT HOLDINGS GP L.L.C. |
By: | BCP VI Side-by-Side GP L.L.C., its sole | |
Member | ||
By: | Blackstone Holdings III L.P., its sole member | |
By: | Blackstone Holdings III GP L.P., its general partner | |
By: | Blackstone Holdings III GP Management | |
L.L.C., its general partner |
By: | /s/ Tabea Y. Hsi |
Name: Tabea Y. Hsi |
Title: Senior Managing Director |
BLACKSTONE CAPITAL PARTNERS VI L.P. |
By: | Blackstone Management Associates VI | |
L.L.C., its general partner | ||
By: | BMA VI L.L.C, its sole member | |
By: Blackstone Holdings III L.P., its managing member | ||
By: | Blackstone Holdings III GP L.P., its general partner | |
By: | Blackstone Holdings III GP Management | |
L.L.C., its general partner |
By: | /s/ Tabea Y. Hsi |
Name: Tabea Y. Hsi |
Title: Senior Managing Director |
BLACKSTONE EAGLE PRINCIPAL |
TRANSACTION PARTNERS L.P. |
By: Blackstone Management Associates VI L.L.C., its general partner | ||
By: | BMA VI L.L.C, its sole member | |
By: Blackstone Holdings III L.P., its managing member | ||
By: | Blackstone Holdings III GP L.P., its general partner | |
By: | Blackstone Holdings III GP Management | |
L.L.C., its general partner |
By: | /s/ Tabea Y. Hsi |
Name: Tabea Y. Hsi |
Title: Senior Managing Director |
BLACKSTONE FAMILY INVESTMENT |
PARTNERSHIP VI L.P. |
By: BCP VI Side-by-Side GP L.L.C., its general partner | ||
By: | Blackstone Holdings III L.P., its sole member | |
By: Blackstone Holdings III GP L.P., its general partner | ||
By: | Blackstone Holdings III GP Management | |
L.L.C., its general partner |
By: | /s/ Tabea Y. Hsi |
Name: Tabea Y. Hsi |
Title: Senior Managing Director |
BLACKSTONE FAMILY INVESTMENT | ||
PARTNERSHIP VI-ESC L.P. | ||
By: | BCP VI Side-by-Side GP L.L.C., its general partner | |
By: | Blackstone Holdings III L.P., its sole member | |
By: | Blackstone Holdings III GP L.P., its general partner | |
By: | Blackstone Holdings III GP Management | |
L.L.C., its general partner | ||
By: | /s/ Tabea Y. Hsi | |
Name: | Tabea Y. Hsi | |
Title: | Senior Managing Director | |
GSO COF FACILITY LLC | ||
By: | Blackstone Alternative Credit Advisors | |
LP, as collateral manager | ||
By: | /s/ Marisa J. Beeney | |
Name: | Marisa J. Beeney | |
Title: | Authorized Signatory | |
BLACKSTONE MANAGEMENT | ||
ASSOCIATES VI L.L.C. | ||
By: | BMA VI L.L.C, its sole member | |
By: | BMA VI L.L.C, its sole member | |
By: | Blackstone Holdings III L.P., its managing member | |
By: | Blackstone Holdings III GP L.P., its general partner | |
By: | Blackstone Holdings III GP Management | |
L.L.C., its general partner | ||
By: | /s/ Tabea Y. Hsi | |
Name: | Tabea Y. Hsi | |
Title: | Senior Managing Director | |
BMA VI L.L.C. | ||
By: | BMA VI L.L.C, its sole member | |
By: | Blackstone Holdings III L.P., its managing member | |
By: | Blackstone Holdings III GP L.P., its general partner | |
By: | Blackstone Holdings III GP Management | |
L.L.C., its general partner | ||
By: | /s/ Tabea Y. Hsi | |
Name: | Tabea Y. Hsi | |
Title: | Senior Managing Director | |
Title: | Chief Legal Officer |
BCP VI SIDE-BY-SIDE GP L.L.C. | ||
By: | Blackstone Holdings III L.P., its sole member | |
By: | Blackstone Holdings III GP L.P., its general partner | |
By: | Blackstone Holdings III GP Management | |
L.L.C., its general partner | ||
By: | /s/ Tabea Y. Hsi | |
Name: | Tabea Y. Hsi | |
Title: | Senior Managing Director | |
BLACKSTONE ALTERNATIVE CREDIT | ||
ADVISORS LP | ||
By: | /s/ Marisa J. Beeney | |
Name: | Marisa J. Beeney | |
Title: | Authorized Signatory | |
GSO ADVISOR HOLDINGS L.L.C. | ||
By: | Blackstone Holdings I L.P., its sole member | |
By: | Blackstone Holdings I/II GP L.L.C., its general partner | |
By: | The Blackstone Group Inc., its sole member | |
By: | /s/ Tabea Y. Hsi | |
Name: | Tabea Y. Hsi | |
Title: | Senior Managing Director | |
BLACKSTONE HOLDINGS I L.P. | ||
By: | Blackstone Holdings I/II GP L.L.C., its general partner | |
By: | The Blackstone Group Inc., its sole member | |
By: | /s/ Tabea Y. Hsi | |
Name: | Tabea Y. Hsi | |
Title: | Senior Managing Director | |
BLACKSTONE HOLDINGS I/II GP | ||
L.L.C. | ||
By: | The Blackstone Group Inc., its sole member | |
By: | /s/ Tabea Y. Hsi | |
Name: | Tabea Y. Hsi | |
Title: | Senior Managing Director |
BLACKSTONE HOLDINGS III L.P. | ||
By: Blackstone Holdings III GP L.P., its general partner | ||
By: Blackstone Holdings III GP Management L.L.C., its general partner | ||
By: | /s/ Tabea Y. Hsi | |
Name: Tabea Y. Hsi | ||
Title: Senior Managing Director | ||
BLACKSTONE HOLDINGS III GP L.P. | ||
By: Blackstone Holdings III GP Management L.L.C., its general partner | ||
By: | /s/ Tabea Y. Hsi | |
Name: Tabea Y. Hsi | ||
Title: Senior Managing Director | ||
BLACKSTONE HOLDINGS III GP MANAGEMENT L.L.C. | ||
By: | /s/ Tabea Y. Hsi | |
Name: Tabea Y. Hsi | ||
Title: Senior Managing Director | ||
THE BLACKSTONE GROUP INC. | ||
By: | /s/Tabea Y. Hsi | |
Name: Tabea Y. Hsi | ||
Title: Senior Managing Director | ||
BLACKSTONE GROUP MANAGEMENT L.L.C. | ||
By: | /s/ Tabea Y. Hsi | |
Name: Tabea Y. Hsi | ||
Title: Senior Managing Director | ||
/s/ Stephen A. Schwarzman | ||
Stephen A. Schwarzman |
[Change Healthcare Inc. – Joint Filing Agreement]