Exhibit 10.1
SECOND AMENDMENT TO CREDIT AGREEMENT
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of May 10, 2024, by and among LifeStance Health Holdings, Inc., a Delaware corporation (the “Borrower”) and the Lenders party hereto.
WHEREAS, reference is made to that certain Credit Agreement dated as of May 4, 2022 (as amended by that certain First Amendment to Credit Agreement dated as of November 7, 2023 and as may be further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among the Borrower, Lynnwood Intermediate Holdings, Inc., a Delaware corporation (“Holdings”), Capital One, National Association (“Capital One”), as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) and as revolver agent (in such capacity, including any successor thereto, the “Revolver Agent”) under the Loan Documents, as collateral agent (in such capacity, including any successor thereto, the “Collateral Agent”) under the Loan Documents, as an Issuing Bank and a Swing Line Lender, Unitranche Loan Transaction II, LLC (“ULTra”) and each other lender from time to time party thereto (collectively, the “Lenders” and individually, a “Lender”);
WHEREAS, the Borrower has requested, and the Lenders party hereto have agreed, to amend certain provisions of the Credit Agreement, in each case, on the terms and subject to the conditions set forth herein.
NOW, THEREFORE, in consideration of the premises and agreements, provisions and covenants herein contained, the parties hereto agree as follows:
“Delayed Draw Term Loan Commitment Expiration Date” means the earlier of (i) the date on which the Closing Date Delayed Draw Term Loan Facility has been reduced to zero and (ii) August 14, 2024.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their respective authorized officers as of the day and year first above written.
BORROWER: | |
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LIFESTANCE HEALTH HOLDINGS, INC., as the Borrower | |
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By: | /s/ Warren Gouk |
Name: | Warren Gouk |
Title: | Chief Administrative Officer |
[Signature Page to Second Amendment to Credit Agreement (LifeStance)]
LENDERS: | |
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UNITRANCHE LOAN TRANSACTION II, LLC, as a Required Facility Lender | |
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By: Capital One, National Association, as Manager | |
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By: | /s/ Earl F. Smith III |
Name: | Earl F. Smith III |
Title: | Duly Authorized Signatory |
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By: HPS Investment Partners, LLC, as Manager | |
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By: | /s/ Aman Malik |
Name: | Aman Malik |
Title: | Managing Director |
[Signature Page to Second Amendment to Credit Agreement (LifeStance)]
ACKNOWLEDGED AND AGREED: | |
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CAPITAL ONE, NATIONAL ASSOCIATION, as Administrative Agent | |
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By: | /s/ Chris Warash |
Name: | Chris Warash |
Title: | Authorized Signatory |
[Signature Page to Second Amendment to Credit Agreement (LifeStance)]