ENVISION HEALTHCARE CORPORATION (NYSE:EVHC) Files An 8-K Entry into a Material Definitive Agreement

ENVISION HEALTHCARE CORPORATION (NYSE:EVHC) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement.

Term Loan Credit Agreement

On December 1, 2016, Envision Healthcare Corporation (formerly
known as New Amethyst Corp., the Company) incurred term loan
borrowings in an aggregate principal amount of $3,495 million
that mature on December 1, 2023, as described below, by assuming
the term loan borrowings made in connection with the consummation
of the Mergers by the company formerly known as Envision
Healthcare Corporation (the Prior Envision Borrower), a wholly
owned subsidiary of Envision Healthcare Holdings, Inc. (Holdings)
immediately prior to the consummation of the Mergers (as defined
below).

On May 25, 2011, the Prior Envision Borrower entered into a Term
Loan Credit Agreement (as amended from time to time, the Term
Loan Credit Agreement) with Deutsche Bank AG New York Branch, as
administrative agent and collateral agent, and the other
financial institutions and lenders from time to time party
thereto, providing for a senior secured term loan facility (the
Term Loan Facility). In connection with the consummation of the
Mergers, the Company) became the Borrower (as defined in the Term
Loan Credit Agreement) under the Term Loan Facility. The Term
Loan Facility consists of a senior secured term loan credit
facility in the aggregate principal amount of up to $3,495
million. Immediately prior to the Mergers, on December 1, 2016,
the Term Loan Facility was comprised of (i) a term loan tranche
in the aggregate principal amount of $1,266 million that was
scheduled to mature on May 25, 2018 (the Initial Term Loans) and
(ii) a term loan tranche in the aggregate principal amount of
$993 million that was scheduled to mature on November 12, 2022
the (the Tranche B-2 Term Loans). On December 1, 2016, the
Borrower entered into a Seventh Amendment to Term Loan Credit
Agreement (the Seventh Amendment), to which it incurred a term
loan tranche in the aggregate principal amount of $3,495 million
that matures on December 1, 2023 (the Tranche C Term Loans), made
certain other modifications to terms of the Term Loan Facility
and JPMorgan Chase Bank, N.A. replaced Deutsche Bank AG New York
Branch as administrative agent and collateral agent. The Term
Loan Credit Agreement provides the right for individual lenders
to extend the maturity date of their loans upon the request of
the Borrower and without the consent of any other lender. The
proceeds of the Tranche C Term Loans were used to repay in full
the Initial Term Loans and the Tranche B-2 Term Loans.

Subject to specified conditions, without the consent of the then
existing lenders (but subject to the receipt of commitments), the
Term Loan Facility may be expanded (or a new term loan facility
or revolving credit facility added) by up to (i) $1,300 million
plus (ii) an additional amount as will not cause the net first
lien leverage ratio after giving effect to the incurrence of such
additional amount to exceed 4.0:1.0, as calculated to the Term
Loan Facility.

The Tranche C Term Loans under the Term Loan Facility bear
interest initially at a rate equal to (i) LIBOR, plus 3.00% per
annum, or (ii) the alternate base rate, which will be the highest
of (w) the prime rate established by the administrative agent
from time to time, (x) 0.50% in excess of the greater of (1) the
overnight federal funds rate or (2) the composite overnight
federal funds and overnight LIBOR rate, (y) the one-month LIBOR
rate (adjusted for maximum reserves) plus 1.0% per annum and (z)
1.75% per annum, plus, in each case, 2.00% per annum.

The Term Loan Facility contains customary representations and
warranties and customary affirmative and negative covenants. The
negative covenants contain limitations on the following, subject
to customary exceptions: the incurrence of additional
indebtedness; payment of dividends on, redemption or repurchase
of stock or making of other distributions in respect of our
capital stock; making investments; repurchase, prepayment or
redemption of junior indebtedness; agreeing to payment
restrictions affecting the ability of our restricted subsidiaries
to pay dividends to us or make other intercompany transfers;
incurrence of additional liens; transfer or sale of assets;
consolidation, merger, sale or other disposition of all or
substantially all of our assets; entering into certain
transactions with affiliates; designating any of our subsidiaries
as unrestricted subsidiaries; and making of negative pledges.
There are no financial covenants included in the Term Loan Credit
Agreement.

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The foregoing description of the Term Loan Credit Agreement, as
amended, does not purport to be a complete description and is
qualified in its entirety by reference to the full text thereof,
which is attached as Exhibits 10.1 through 10.8 to this report
and is incorporated herein by reference.

ABL Credit Agreement

On December 1, 2016, in connection with the consummation of the
Mergers, the Company assumed the Prior Envision Borrowers
asset-based revolving credit facility providing for revolving
borrowings of up to $850.0 million, subject to borrowing base
availability, as described below. At the completion of the
Mergers, all outstanding borrowings under the ABL Facility (as
defined below) of the Prior Envision Borrower were repaid.

On May 25, 2011, the Prior Envision Borrower entered into an ABL
Credit Agreement (as amended from time to time, the ABL Credit
Agreement) with Deutsche Bank AG New York Branch, as
administrative agent and collateral agent and the other financial
institutions and lenders from time to time party thereto,
providing for an asset-based revolving credit facility (the ABL
Facility and, together with the Term Loan Facility, the Credit
Facilities). In connection with completion of the Mergers, on
December 1, 2016, the Company became and, at the option of the
Company, any of the Companys domestic wholly-owned subsidiaries
may be, a borrower (collectively, the ABL Borrower) under the ABL
Facility. On December 1, 2016, the ABL Borrower entered into a
Third Amendment to ABL Credit Agreement (the Third Amendment and,
together with the Seventh Amendment, the Credit Agreement
Amendments), to which all outstanding loans under the ABL
Facility were repaid, the ABL Facility was increased to provide
for an asset-based revolving credit facility in the amount of up
to $850.0 million, subject to borrowing base availability, and
letter of credit and swingline sub-facilities and JPMorgan Chase
Bank, N.A. became co-collateral agent. Amounts are available
under the ABL Facility in U.S. dollars. In addition, subject to
certain terms and conditions, the ABL Borrower is entitled to
request additional revolving credit commitments or term loans
under the ABL Facility, which share in the borrowing base, up to
an amount such that the aggregate amount of ABL commitments does
not exceed $1,350 million. The final maturity date of the ABL
Facility is December 1, 2021. The ABL Credit Agreement provides
the right for individual lenders to extend the maturity date of
their commitments and loans upon the request of the ABL Borrower
and without the consent of any other lender.

The borrowing base is defined in the ABL Credit Agreement as, at
any time, the sum of (i) 85% of the eligible accounts receivable
of each ABL Borrower and each guarantor (the A/R Amount); plus
(ii) the lesser of (x) 50% of the lower of cost and fair market
value of the eligible inventory of the ABL Borrower and each
guarantor and (y) 5% of the A/R Amount; plus (iii) the lesser of
(x) accounts receivable of the ABL Borrower and each guarantor
aged 180360 days that are otherwise eligible accounts receivable
and (y) 5% of the A/R Amount; minus (iv) such availability
reserves as the administrative agent, in its permitted
discretion, deems appropriate at such time; minus (v) the
outstanding principal amount of any future term loans (if any)
incurred to the ABL Credit Agreement. As of October 31, 2016, the
borrowing base was approximately $657 million.

The revolving credit loans under the ABL Facility bear interest
initially at a rate equal to (i)LIBOR plus, an applicable margin,
which shall be determined based on the average daily excess
availability, or (ii) the alternate base rate, which will be the
highest of (x) the prime rate established by the administrative
agent from time to time, (y) 0.50% in excess of the greater of
(1) the overnight federal funds rate or (2) the composite
overnight federal funds and overnight LIBOR rate, (z) the
one-month LIBOR rate (adjusted for maximum reserves) plus 1.0%
per annum, plus, in each case, an applicable margin, which shall
be determined based on the average daily excess availability. The
ABL Facility bears a commitment fee that is payable quarterly in
arrears, based on the utilization of the ABL Facility, and
customary letter of credit fees.

The ABL Facility contains customary representations and
warranties and customary affirmative and negative covenants. The
negative covenants contain limitations on the following:
incurrence of additional indebtedness or issuance of certain
preferred shares; payment of dividends on, redemption or
repurchase of stock or making of other distributions in respect
of our capital stock; making investments; repurchase, prepayment
or redemption of junior indebtedness; agreeing to payment
restrictions affecting the ability of our restricted subsidiaries
to pay dividends to us or make other intercompany transfers;
incurrence of additional liens; transfer or sale of assets;
consolidation, merger, sale or other disposition of all or
substantially all of our assets; entering into certain

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transactions with our affiliates; designation of any of our
subsidiaries as unrestricted subsidiaries; and making of negative
pledges. The negative covenants are subject to the customary
exceptions and also permit the payment of dividends and
distributions, investments, permitted acquisitions, payments or
redemptions of junior indebtedness, asset sales and mergers,
consolidations and sales of all or substantially all assets
involving subsidiaries upon satisfaction of a payment condition.
The payment condition is deemed satisfied upon 30-day specified
availability and specified availability exceeding agreed upon
thresholds and, in certain cases, the absence of specified events
of default or known events of default and pro forma compliance
with a fixed charge coverage ratio of 1.0 to 1.0.

There are no financial covenants included in the ABL Credit
Agreement, other than a springing minimum fixed charge coverage
ratio of at least 1.0 to 1.0, which is tested only when specified
availability is less than the greater of (A) $85 million and (B)
10.0% of the lesser of (x) the then applicable borrowing base and
(y) the then total effective commitments under the ABL Facility,
and continuing until such time as specified availability has been
in excess of such threshold for a period of 30 consecutive
calendar days.

The foregoing description of the ABL Credit Agreement, as
amended, does not purport to be a complete description and is
qualified in its entirety by reference to the full text thereof,
which is attached as Exhibits 10.9 through 10.12 to this report
and is incorporated herein by reference.

2024 Indenture and Supplemental Indentures

On December 1, 2016, the Company issued $550 million aggregate
principal amount of 6.25% senior unsecured notes due 2024 (the
2024 Notes). The 2024 Notes were issued to the Indenture, dated
as of December 1, 2016, as supplemented by the First and Second
Supplemental Indentures thereto (together, the 2024 Indenture),
among the Company, the subsidiary guarantors party thereto and
Wilmington Trust, National Association, as trustee. The 2024
Notes mature on December 1, 2024. The proceeds of the 2024 Notes
were used, together with the borrowings made under the Term Loan
Facility, (i)to refinance and repay, in full, the Prior Envision
Borrowers then outstanding borrowings under the Term Loan Credit
Agreement and ABL Credit Agreement, (ii)to refinance and repay,
in full, the aggregate principal amount of notes outstanding
under the Existing AmSurg Indenture (as defined below), (iii)to
refinance and repay, in full, the existing indebtedness under the
Existing AmSurg Credit Agreement (as defined below), (iv)to pay
transaction fees and expenses and (v)for working capital.

The 2024 Notes are unsecured senior indebtedness of the Company
and are effectively subordinated to all of the Companys secured
indebtedness, including indebtedness under the Term Loan Facility
and the ABL Facility, to the extent of the value of the assets
securing such indebtedness. The 2024 Notes are, subject to
certain exceptions, guaranteed by each of the Companys current
and future domestic subsidiaries that guarantee the Companys
obligations under the Credit Facilities. The indenture governing
the 2024 Notes provides that the guarantee of such Envision
Guarantor and AmSurg Guarantor (as defined below) is an unsecured
senior obligation of that Envision Guarantor or AmSurg Guarantor.

The Company may redeem the 2024 Notes, in whole or in part, at
any time prior to December 1, 2019, at a price equal to 50% of
the principal amount thereof, plus accrued and unpaid interest,
if any, to the redemption date, plus the applicable make-whole
premium. The Company may redeem the 2024 Notes, in whole or in
part, at any time (i) on and after December 1, 2019 and prior to
December 1, 2020, at a price equal to 104.688% of the principal
amount of the 2024 Notes, (ii) on or after December 1, 2020 and
prior to December 1, 2021, at a price equal to 103.125% of the
principal amount of the 2024 Notes, (iii) on or after December 1,
2021 and prior to December 1, 2022, at a price equal to 101.563%
of the principal amount of the 2024 Notes, and (iv) on or after
December 1, 2022, at a price equal to 100.000% of the principal
amount of the 2024 Notes, in each case, plus accrued and unpaid
interest, if any, to the redemption date. In addition, at any
time prior to December 1, 2019, the Company at its option may
redeem up to 40% of the aggregate principal amount of the 2024
Notes with the proceeds of certain equity offerings at a
redemption price of 106.250%, plus accrued and unpaid interest,
if any, to the applicable redemption date.

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The indenture governing the 2024 Notes contains covenants that,
among other things, will limit the Companys ability and the
ability of its restricted subsidiaries to: incur additional
indebtedness or issue certain preferred shares; pay dividends on,
redeem or repurchase stock or make other distributions in respect
of its capital stock; repurchase, prepay or redeem subordinated
indebtedness; make investments; create restrictions on the
ability of the Companys restricted subsidiaries to pay dividends
to the Company or make other intercompany transfers; create
liens; transfer or sell assets; consolidate, merge or sell or
otherwise dispose of all or substantially all of its assets;
enter into certain transactions with affiliates; and designate
subsidiaries as unrestricted subsidiaries. Upon the occurrence of
certain events constituting a change of control, the Company will
be required to make an offer to repurchase all of the 2024 Notes
(unless otherwise redeemed) at a purchase price equal to 101% of
their principal amount, plus accrued and unpaid interest, if any,
to the repurchase date. If the Company sells assets under certain
circumstances, it will be required to use the proceeds to make an
offer to purchase the 2024 Notes at a price equal to 50% of their
principal amount, plus accrued and unpaid interest, if any, to
the date of purchase.

The foregoing description of the 2024 Indenture, as supplemented,
does not purport to be a complete description and is qualified in
its entirety by reference to the full text thereof, which is
attached as Exhibits 4.1 through 4.3 to this report and is
incorporated herein by reference.

Envision 2022 Indenture and Supplemental Indentures

On June 18, 2014, the Prior Envision Borrower issued $750 million
aggregate principal amount of its 5.125% senior unsecured notes
due 2022 (the Envision 2022 Notes). The Envision 2022 Notes were
issued to the Indenture, dated as of June 18, 2014 (as
supplemented from time to time, the Envision 2022 Indenture),
among the Prior Envision Borrower, certain of its domestic
subsidiaries (the Envision Guarantors) and Wilmington Trust,
National Association, as trustee. On December 1, 2016, in
connection with the Mergers, the Company assumed the obligations
under the Envision 2022 Notes and certain of the domestic
subsidiaries of AmSurg Corp. (AmSurg) executed a ninth
supplemental indenture, to which they guaranteed the Envision
2022 Notes. The Envision 2022 Notes mature on July 1, 2022.

The Envision 2022 Notes are unsecured senior indebtedness of the
Company and are effectively subordinated to all of the Companys
secured indebtedness, including indebtedness under the Term Loan
Facility and the ABL Facility, to the extent of the value of the
assets securing such indebtedness. The Envision 2022 Notes are,
subject to certain exceptions, guaranteed by each of the Companys
current and future domestic subsidiaries that guarantee the
Companys obligations under the Credit Facilities. The indenture
governing the Envision 2022 Notes provides that the guarantee of
such Envision Guarantor and AmSurg Guarantor is an unsecured
senior obligation of that Envision Guarantor or AmSurg Guarantor.

The Company may redeem the Envision 2022 Notes, in whole or in
part, at any time prior to July 1, 2017, at a price equal to 50%
of the principal amount thereof, plus accrued and unpaid
interest, if any, to the redemption date, plus the applicable
make-whole premium. The Company may redeem the Envision 2022
Notes, in whole or in part, at any time (i) on and after July 1,
2017 and prior to July 1, 2018, at a price equal to 103.844% of
the principal amount of the Envision 2022 Notes, (ii) on or after
July 1, 2018 and prior to July 1, 2019, at a price equal to
102.563% of the principal amount of the Envision 2022 Notes,
(iii) on or after July 1, 2019 and prior to July 1, 2020, at a
price equal to 101.281% of the principal amount of the Envision
2022 Notes, and (iv) on or after July 1, 2020, at a price equal
to 100.000% of the principal amount of the Envision 2022 Notes,
in each case, plus accrued and unpaid interest, if any, to the
redemption date. In addition, at any time prior to July 1, 2017,
the Company at its option may redeem up to 40% of the aggregate
principal amount of the Envision 2022 Notes with the proceeds of
certain equity offerings at a redemption price of 105.125%, plus
accrued and unpaid interest, if any, to the applicable redemption
date.

The indenture governing the Envision 2022 Notes contains
covenants that, among other things, limit the Companys ability
and the ability of its restricted subsidiaries to: incur
additional indebtedness or issue certain preferred shares; pay
dividends on, redeem or repurchase stock or make other
distributions in respect of its capital stock; repurchase, prepay
or redeem subordinated indebtedness; make investments; create
restrictions on the ability of the Companys restricted
subsidiaries to pay dividends to the Company or make other
intercompany transfers; create liens; transfer or sell assets;
consolidate, merge or sell or otherwise dispose of all or
substantially all of its

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assets; enter into certain transactions with affiliates; and
designate subsidiaries as unrestricted subsidiaries. Upon the
occurrence of certain events constituting a change of control
(other than the Mergers), the Company is required to make an
offer to repurchase all of the Envision 2022 Notes (unless
otherwise redeemed) at a purchase price equal to 101% of their
principal amount, plus accrued and unpaid interest, if any, to
the repurchase date. If the Company sells assets under certain
circumstances, it will be required to use the proceeds to make an
offer to purchase the Envision 2022 Notes at a price equal to 50%
of their principal amount, plus accrued and unpaid interest, if
any, to the date of purchase.

The foregoing description of the Envision 2022 Indenture, as
supplemented, does not purport to be a complete description and
is qualified in its entirety by reference to the full text
thereof, which is attached as Exhibits 4.4 through 4.13 to this
report and is incorporated herein by reference.

AmSurg 2022 Indenture and Supplemental Indentures

On July 16, 2014, AmSurg issued $1,100 million aggregate
principal amount of 5.625% senior unsecured notes due 2022 (the
AmSurg 2022 Notes). The AmSurg 2022 Notes were issued to the
Indenture, dated as of July 16, 2014 (as supplemented from time
to time, the AmSurg 2022 Indenture), among AmSurg Escrow Corp.
and U.S. Bank National Association, as trustee. The AmSurg 2022
Notes are guaranteed by certain of AmSurgs subsidiaries (the
AmSurg Guarantors). In connection with the Mergers, the Company
assumed the obligations under the AmSurg 2022 Notes and the
Envision Guarantors executed a supplemental indenture, to which
they guaranteed the AmSurg 2022 Notes. The AmSurg 2022 Notes
mature on July 15, 2022.

The AmSurg 2022 Notes are unsecured senior indebtedness of the
Company and are effectively subordinated to all of the Companys
secured indebtedness, including indebtedness under the Term Loan
Facility and the ABL Facility, to the extent of the value of the
assets securing such indebtedness. The AmSurg 2022 Notes are,
subject to certain exceptions, guaranteed by each of the Companys
current and future domestic subsidiaries that guarantee the
Companys obligations under the Credit Facilities or any other
Capital Market Indebtedness (as defined in the AmSurg 2022
Indenture). The indenture governing the AmSurg 2022 Notes
provides that the guarantee of such AmSurg Guarantor and Envision
Guarantor is an unsecured senior obligation of that AmSurg
Guarantor or Envision Guarantor.

The Company may redeem the AmSurg 2022 Notes, in whole or in
part, at any time prior to July 15, 2017, at a price equal to 50%
of the principal amount thereof, plus accrued and unpaid
interest, if any, to the redemption date, plus the applicable
make-whole premium. The Company may redeem the AmSurg 2022 Notes,
in whole or in part, at any time (i) on and after July 15, 2017
and prior to July 15, 2018, at a price equal to 104.219% of the
principal amount of the AmSurg 2022 Notes, (ii) on or after July
15, 2018 and prior to July 15, 2019, at a price equal to 102.813%
of the principal amount of the AmSurg 2022 Notes, (iii) on or
after July 15, 2019 and prior to July 15, 2020, at a price equal
to 101.406% of the principal amount of the AmSurg 2022 Notes, and
(iv) on or after July 15, 2020, at a price equal to 100.000% of
the principal amount of the AmSurg 2022 Notes, in each case, plus
accrued and unpaid interest, if any, to the redemption date. In
addition, at any time prior to July 15, 2017, the Company at its
option may redeem up to 35% of the aggregate principal amount of
the AmSurg 2022 Notes with the proceeds of certain equity
offerings at a redemption price of 105.625%, plus accrued and
unpaid interest, if any, to the applicable redemption date.

The indenture governing the AmSurg 2022 Notes contains covenants
that, among other things, limits the Companys ability and the
ability of its restricted subsidiaries to: incur additional
indebtedness or issue certain preferred shares; pay dividends on,
redeem or repurchase stock or make other distributions in respect
of its capital stock; repurchase, prepay or redeem subordinated
indebtedness; make certain investments; create restrictions on
the ability of the Companys restricted subsidiaries to pay
dividends to the Company or make other intercompany transfers;
create liens; transfer or sell assets; consolidate, merge or sell
or otherwise dispose of all or substantially all of its assets;
enter into certain transactions with affiliates; and designate
subsidiaries as unrestricted subsidiaries. Upon the occurrence of
certain events constituting a change of control (other than the
Mergers), the Company is required to make an offer to repurchase
all of the AmSurg 2022 Notes (unless otherwise redeemed) at a
purchase price equal to 101% of their principal amount, plus
accrued and unpaid interest, if any, to the repurchase date. If
the Company sells assets under certain circumstances, it must use
the proceeds to make an offer to purchase the AmSurg 2022 Notes
at a price equal to 50% of their principal amount, plus accrued
and unpaid interest, if any, to the date of purchase.

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The foregoing description of the AmSurg 2022 Indenture, as
supplemented, does not purport to be a complete description and
is qualified in its entirety by reference to the full text
thereof, which is attached as Exhibits 4.14 through 4.19 to this
report and is incorporated herein by reference.

Indemnification Agreements

On December 1, 2016, following the completion of the Mergers, the
Company entered into Indemnification Agreements (the
Indemnification Agreements) with each of its directors (William
A. Sanger, Christopher A. Holden, Carol J. Burt, James A. Deal,
Leonard M. Riggs, M.D., John T. Gawaluck, Richard J. Schnall,
Steven I. Geringer, James D. Shelton, Joey A. Jacobs, Michael L.
Smith, Kevin P. Lavender, Ronald A. Williams and Cynthia S.
Miller). The Indemnification Agreements provide the directors
with contractual rights to the indemnification and expense
advancement rights provided under our amended and restated
bylaws, as well as contractual rights to additional
indemnification as provided in such Indemnification Agreements.

The foregoing description of the Indemnification Agreements does
not purport to be complete and is subject to, and qualified in
its entirety by, the full text of such agreements, a form of
which is attached hereto as Exhibit10.13 to this report and
incorporated herein by reference.

Item 1.02. Termination of a Material Definitive
Agreement.

On December 1, 2016, in connection with the refinancing of the
Prior Envision Borrowers existing indebtedness and the issuance
of the 2024 Notes, AmSurg (a) terminated all outstanding
commitments and repaid all outstanding loans under the Credit
Agreement, dated as of July 16, 2014 (the Existing AmSurg Credit
Agreement), among AmSurg, the lenders party thereto and Citibank,
N.A., as administrative agent, and (b) satisfied and discharged
the Indenture, dated as of November 20, 2012 (as supplemented
from time to time, the Existing AmSurg Indenture), among AmSurg,
as issuer, the subsidiary guarantors from time to time party
thereto and U.S. Bank National Association, as trustee.As of
December 1, 2016, immediately prior to the effectiveness of the
Credit Agreement Amendments, the aggregate principal amount of
the loans outstanding under the Existing AmSurg Credit Agreement
and the aggregate principal amount of notes outstanding under the
Existing AmSurg Indenture was $1,220 million and $250 million,
respectively. Outstanding letters of credit under the Existing
Credit Agreements were cash collateralized.

After giving effect to the termination of the Existing AmSurg
Credit Agreement, the satisfaction and discharge of the Existing
AmSurg Indenture and the entry into the Credit Agreement
Amendments, (i)each of the wholly-owned AmSurg subsidiaries that
previously guaranteed the AmSurg Credit Agreement guarantees each
of the Term Loan Credit Agreement, ABL Credit Agreement, AmSurg
2022 Indenture, Envision 2022 Indenture and 2024 Indenture; and
(ii)each of the Holdings subsidiaries that guarantee the Term
Loan Credit Agreement and the ABL Credit Agreement guarantees
each of the Term Loan Credit Agreement, ABL Credit Agreement,
AmSurg 2022 Indenture, Envision 2022 Indenture and 2024
Indenture.

Item 2.01. Completion of Acquisition or Disposition of
Assets.

On December 1, 2016, to the Agreement and Plan of Merger, dated
as of June 15, 2016 (the Merger Agreement), by and among
Holdings, AmSurg and the Company, Holdings and AmSurg completed
the combination of their businesses through a merger of equals.
to the Merger Agreement, AmSurg merged with and into the Company,
with the Company surviving (Merger 1). Immediately following
Merger 1, Holdings merged with and into the Company, with the
Company surviving (Merger 2 and, together with Merger 1, the
Mergers).

Under the terms of the Merger Agreement, upon completion of the
Mergers, each share of AmSurg common stock was converted into one
share of Company common stock, each share of AmSurg 5.250%
mandatory

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convertible preferred stock, Series A-1 (AmSurg Preferred Stock)
was converted into one share of Company 5.250% mandatory
convertible preferred stock, Series A-1 (Company Preferred
Stock), and each share of Holdings common stock was converted
into 0.334 shares of Company common stock. to the Mergers, the
Company issued 117,460,473 shares of common stock and 1,725,000
shares of Company Preferred Stock.

The shares of Holdings common stock were suspended from trading
on the New York Stock Exchange (the NYSE) prior to the open of
trading on December 2, 2016. The shares of AmSurg common stock
and AmSurg Preferred Stock were suspended from trading on the
NASDAQ prior to the open of trading on December 2, 2016.

On November 29, 2016, the Company filed a registration statement
on Form 8-A, which registered the Company common stock and the
Company Preferred Stock under the Securities Exchange Act of
1934, as amended (the Exchange Act). On December 2, 2016, shares
of Company common stock and Company Preferred Stock began trading
on the NYSE under the ticker symbols EVHC and EVHC PR,
respectively. In addition, to Rule 12g-3 under the Exchange Act,
as successor issuer to Holdings and AmSurg, the Company common
stock and Company Preferred Stock are deemed registered under
12(b) of the Exchange Act, and the Company is subject to the
informational requirements of the Exchange Act and the rules and
regulations promulgated thereunder.

Prior to the effective time of the Mergers, the Company was a
wholly owned subsidiary of AmSurg. On December 1, 2016, upon the
consummation of the Mergers, a change in control of the Company
occured and all of the shares of Company common stock are now
held by former holders of AmSurg common stock and Holdings common
stock.

The description of the Mergers contained herein does not purport
to be complete and is qualified in its entirety by reference to
the Merger Agreement, a copy of which is filed as Exhibit 2.1 to
this report and incorporated herein by reference.

The information set forth in Item 3.03 of this Current Report on
Form 8-K is incorporated by reference into this Item 2.01.

Item 2.03. Creation of a Direct Financial Obligation or
an Obligation under an Off-Balance Sheet Arrangement of a
Registrant.

The information set forth in Item 1.01 of this Current Report on
Form 8-K is incorporated by reference into this Item 2.03.

Item 3.01. Notice of Delisting or Failure to Satisfy a
Continued Listing Rule or Standard; Transfer of Listing.

Prior to the Mergers, shares of Holdings common stock were
registered to Section 12(b) of the Exchange Act and listed on the
NYSE, and shares of AmSurg common stock and AmSurg Preferred
Stock were each registered to Section 12(b) of the Exchange Act
and listed on NASDAQ. As a result of the Mergers, on December 2,
2016, at Holdings request, the NYSE filed a Form 25 to withdraw
the shares of Holdings common stock from listing on the NYSE and
on December 1, 2016, at AmSurgs request, NASDAQ filed Form 25s to
withdraw both the shares of AmSurg common stock and AmSurg
Preferred Stock from listing on NASDAQ. The shares of Holdings
common stock were suspended from trading on the NYSE prior to the
open of trading on December 2, 2016. The shares of AmSurg common
stock and AmSurg Preferred Stock were suspended from trading on
the NASDAQ prior to the open of trading on December 2, 2016.
Holdings expects to file a Form 15 with the SEC to terminate the
registration under the Exchange Act of the shares of Holdings
common stock and suspend the reporting obligations of Holdings
under the Exchange Act, and AmSurg expects to file a Form 15 with
the SEC to terminate the registration under the Exchange Act of
the shares of AmSurg common stock and AmSurg Preferred Stock and
suspend the reporting obligations of AmSurg under the Exchange
Act.

Item 3.03. Material Modification to Rights of Security
Holders.

In connection with the Mergers, on December 1, 2016, each share
of AmSurg common stock was converted into one share of Company
common stock, each share of AmSurg Preferred Stock was converted
into one share of Company Preferred Stock, and each share of
Holdings common stock was converted into 0.334 shares of Company
common stock. The certificate of incorporation and the bylaws of
the Company went into effect on December 1, 2016 upon
consummation of the Mergers. As previously reported in the
Description of Newco Capital Stock and Comparison of Rights of
AmSurg Shareholders, Envision Stockholders and Newco Stockholders
sections of the Registration Statement on Form S-4 filed by the
Company on August 4, 2016 and declared effective, as subsequently
amended, on October 19, 2016 (the Joint Proxy
Statement/Prospectus), certain of the rights associated with
Company common stock are different from the rights associated
with AmSurg and Holdings common stock. The information set forth
in the Description of Newco Capital Stock and Comparison of
Rights of AmSurg Shareholders, Envision Stockholders and Newco
Stockholders sections of the Joint Proxy Statement/Prospectus is
incorporated by reference into this Item 3.03.

8

As provided in the Merger Agreement, (i) at the effective time of
Merger 1, each (a) share of AmSurg restricted stock and each
AmSurg stock unit (including stock units subject to time-based
and performance-based vesting conditions) that was outstanding
immediately prior to the consummation of Merger 1 was assumed by
the Company and converted into an award of restricted stock or
restricted units of the Company, as applicable, and continued to
have, and be subject to, the same terms and conditions as applied
to the AmSurg restricted stock/stock unit immediately prior to
the consummation of the Mergers, provided that outstanding stock
units subject to performance-based vesting conditions, granted on
or after January 1, 2016 accelerated and settled into shares of
AmSurg restricted stock to their terms immediately prior to the
effective time of Merger 1, and (b) AmSurg stock option that was
outstanding immediately prior to the completion of Merger 1 was
assumed by the Company and converted into an option to acquire
Company common stock; and (ii) at the effective time of Merger 2,
after giving effect to appropriate adjustments to reflect Merger
2, each (x) Holdings stock unit that was outstanding immediately
prior to the consummation of the Mergers was assumed by the
Company and converted into an award of stock units of the Company
and continued to have, and be subject to, the same terms and
conditions as applied to the Holdings stock unit immediately
prior to the consummation of Merger 2 and (y) Holdings stock
option that was outstanding immediately prior to the completion
of Merger 2 was assumed by the Company and converted into an
option to acquire Company common stock.

The information set forth in Items 1.01, 2.01, 3.01 and 5.03 of
this Current Report on Form 8-K is incorporated by reference into
this Item 3.03.

Item 5.02. Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.

Resignation and Appointment of Directors

The Companys board of directors (the Board) approved an increase
in the size of the Board from two to fourteen directors,
effective immediately prior to the completion of Merger 2. The
Board unanimously appointed William A. Sanger, Carol J. Burt,
James A. Deal, John T. Gawaluck, Steven I. Geringer, Joey A.
Jacobs, Kevin P. Lavender, Cynthia S. Miller, Leonard M. Riggs,
Jr. M.D., Richard J. Schnall, James D. Shelton, Michael L. Smith
and Ronald A. Williams to the Board, effective upon completion of
Merger 2.Immediately prior to the effective time of Merger 2,
Claire M. Gulmi, a member of the Board since the Companys
incorporation, tendered her letter of resignation from the Board
to the terms of the Merger Agreement. Christopher A. Holden, who
was previously appointed as a director of the Company, will
continue to serve as a member of the Board.

9

Committee Appointments

Effective as of the effective time of Merger 2, the directors
identified below were designated and appointed to the Nominating
and Corporate Governance Committee, the Compensation Committee,
the Audit Committee and the Compliance and Quality Committee,
respectively, of the Board:

Nominating and Governance Committee

Carol J. Burt (Chair)

Steven I. Geringer

Joey A. Jacobs

Ronald A. Williams

Compensation Committee

Michael L. Smith (Chair)

Steven I. Geringer

Kevin P. Lavender

Ronald A. Williams

Audit Committee

James A. Deal (Chair)

Carol J. Burt

John T. Gawaluck

Cynthia S. Miller

Richard J. Schnall

Michael L. Smith

Compliance and Quality Committee

Cynthia S. Miller (Chair)

John T. Gawaluck

James D. Shelton

Leonard M. Riggs, Jr. M.D.

New Compensation Arrangement for Non-Employee Directors

On December 2, 2016, the Board approved compensation for the
Companys non-employee directors effective upon the consummation
of the Mergers as follows:

Non-Employee Director Compensation (1)		Board Member			Committee Chair			Committee Member
Annual Cash Retainer ($)		$	90,000
Audit Committee						$	35,000			$	25,000
Compensation Committee						$	35,000			$	20,000
Nominating And Corporate Governance Committee						$	25,000			$	20,000
Compliance Committee						$	25,000			$	20,000
Annual Restricted Stock Awards (2):
Board Membership		$	175,000

(1)	Director cash payments and stock awards may be deferred in full or in part at the Directors election.

(2)	To be paid in the form of restricted stock units , becoming fully vested on the earlier of (i) the one-year anniversary of the date of grant and (ii) the date of the next annual meeting of the stockholders following the grant.

10

Resignation and Appointment of Officers

Following the consummation of the Mergers, the Board appointed
new executive officers of the Company. The names of the executive
officers of the Company and their respective positions are
indicated below:

Biographical information for each of the Companys executive
officers is set forth below.

Name		Biographical Information		Age
WilliamA.Sanger		William A. Sanger is the Executive Chairman and a director of the Company. Mr. Sanger previously served as a director, the President and the Chief Executive Officer of Holdings from May 2011 to December 2016 and as Chairman of Holdings board from November 2014 to December 2016. In addition, he has served as the Chief Executive Officer of the Prior Envision Borrower and its predecessor from February 2005 to December 2016 and the President of the Prior Envision Borrower from 2008 to December 2016. Mr. Sanger was appointed President and Chief Executive Officer of EmCare in 2001. In addition, Mr. Sanger has previously served as Chief Executive Officer of AMR. Mr. Sanger served as President and Chief Executive Officer of Cancer Treatment Centers of America, Inc. from 1997 to 2001. Mr. Sanger is also a co-founder of BIDON Companies, where he has been a Managing Partner since 1999. From 1994 to 1997, Mr. Sanger was co-founder and Executive Vice President of PhyMatrix Corp., then a publicly traded diversified health services company. In addition, Mr. Sanger was President and Chief Executive Officer of various other healthcare entities, including JFK Health Care System. Mr. Sanger serves as a director of Carestream Health, Inc. and Healogics, Inc., and previously served as Chairman of the board of directors of Vidacare Corporation, a medical device company. Mr. Sanger has more than 30 years of experience in the healthcare industry.
ChristopherA.Holden		Christopher A. Holden is the President and Chief Executive Officer and a director of the Company. Mr. Holden previously served as a director of AmSurg and AmSurgs President and Chief Executive Officer from October 2007 to December 2016. He served as Senior Vice President and a Division President of Triad Hospitals, Inc. from May 1999 through July 2007. From January 1998 through May 1999, Mr. Holden served as President of the West Division of the Central Group of Columbia/HCA Healthcare Corporation, now known as HCA. Prior to January 1998, Mr. Holden served as President of the West Texas Division of the Central Group of HCA from September 1997 until January 1998 and Vice President of Administration for the Central Group of HCA from August 1994 until September 1997.
Claire M. Gulmi		Claire M. Gulmi is the Executive Vice President and Chief Financial Officer of the Company. Ms. Gulmi previously served as a director of AmSurg from 2004 to December 2016 and as AmSurgs Executive Vice President from February 2006 to December 2016 and Chief Financial Officer from September 1994 to December 2016. Prior to her appointment as Executive Vice President, Ms. Gulmi served as a Senior Vice President from March 1997 to February 2006 and as a Vice President from September 1994 through March 1997. Ms. Gulmi serves as a director of Air Methods Corporation, a medical transportation company.

11

Name		Biographical Information		Age
Kevin D. Eastridge		Kevin D. Eastridge is the Senior Vice President and Chief Accounting Officer of the Company. Mr. Eastridge previously served as Senior Vice President of Finance of AmSurg from July 2008 to December 2016 and Chief Accounting Officer from July 2004 to December 2016. Mr. Eastridge served as Vice President of Finance of AmSurg from April 1998 to July 2008 and as Controller from March 1997 to June 2004.
Robert J. Coward		Robert J. Coward is the Executive Vice President and PresidentPhysician Services Group of the Company. Mr. Coward previously served as PresidentPhysician Services Division and Chief Development Officer of AmSurg from November 2014 to December 2016. Mr. Coward served as President and Chief Operating Officer of Sheridan from January 2010 to July 2014, and as Chief Financial Officer and Senior Vice President of Operations of Sheridan from January 2000 to December 2009.
Randel G. Owen		Randel G. Owen is the Executive Vice President and PresidentAmbulatory Services Group of the Company. Mr. Owen previously served as a director of Holdings from August 2011 to February 2016, the Chief Financial Officer and Executive Vice President of Holdings from May 2011 to December 2016 and the Chief Operating Officer of Holdings from September 2012 to December 2016. He also served as Chief Financial Officer from February 2005 to December 2016 and as Executive Vice President from December 2005 to December 2016 of the Prior Envision Borrower and its predecessor. In addition, Mr. Owen has previously served as Executive Vice President and Chief Financial Officer of AMR. He joined EmCare in July 1999 and served as Executive Vice President and Chief Financial Officer from June 2001 to March 2003. Mr. Owen is also a director of First Cash Financial Services, Inc. Before joining EmCare, Mr. Owen was Vice President of Group Financial Operations for PhyCor, Inc., a medical clinic operator, in Nashville, Tennessee from 1995 to 1999. Mr. Owen has more than 30 years of financial experience in the healthcare industry.
Patrick Solomon		Patrick Solomon is the Senior Vice President and Chief Strategy Officer of the Company. Mr. Solomon previously served as Senior Vice President and Chief Strategy Officer of AmSurg from 2015 to December 2016. Mr. Solomon joined Sheridan in 2003, and served as Executive Vice President and Chief Development Officer of Sheridan from 2012 to 2015 and as Executive Vice President of Operations of Sheridan from 2003 to 2012.
Craig A. Wilson		Craig A. Wilson is the Senior Vice President, General Counsel and Secretary of the Company. Mr. Wilson previously served as Senior Vice President, General Counsel and Secretary of Envision from May 2011 to December 2016. He also served as General Counsel of the Prior Envision Borrower from April 2010 to December 2016 and Secretary of the Prior Envision Borrower from August 2011 to December 2016. Mr. Wilson previously served as Assistant Secretary from April 2010 to August 2011 and Corporate Counsel of the Prior Envision Borrower and its predecessor from February 2005 through March 2010. Mr. Wilson was Corporate Counsel of EmCare from March 2000 through February 2005. Prior to joining EmCare in 2000, Mr. Wilson worked in the private practice of law for seven years.

12

Base Compensation and Target Bonus Opportunity for Certain
Named Executive Officers

On December 2, 2016, the Board approved increased base salaries
(effective as of January 1, 2017) and target bonus opportunities
for 2017 for the Companys named executive officers in the amounts
set forth below.

Name		Title		Base Salary			TargetBonusasa Percentage of Base Salary (1)			Long-Term Incentive Awards(1)(2)
Christopher A. Holden		President and Chief Executive Officer		$	1,200,000					%		$	6,000,000
Claire M. Gulmi		Executive Vice President and Chief Financial Officer		$	636,000					%		$	1,100,000
Robert J. Coward		Executive Vice President and PresidentPhysician Services Group		$	820,000					%		$	1,400,000
Randel G. Owen		Executive Vice President and PresidentAmbulatory Services Group		$	770,000					%		$	1,400,000

(1)	The terms of any awards granted under the Companys bonus plan and long term incentive plan for executive officers will be determined and approved by the Board at a future date.

(2)	Amount represents the target value of long-term incentive awards to be granted at a future date.

Compensation information for William A. Sanger is described below
in the section entitled Employment Agreement with William A.
Sanger.

Compensatory Plans

In connection with the closing of the Mergers and to the terms of
the Merger Agreement, the Company succeeded to the following
compensatory plans previously sponsored or maintained by Holdings
or AmSurg, as applicable: (i) Envision Healthcare Holdings, Inc.
2013 Omnibus Incentive Plan, (ii) the Amended and Restated CDRT
Holding Corporation Stock Incentive Plan, as amended, (iii) the
Amended and Restated AmSurg Corp. 2014 Equity and Incentive Plan
and (iv) the AmSurg Corp. 2006 Stock Incentive Plan, as amended,
as well as any outstanding awards granted under the applicable
plan, the award agreements evidencing the grants of such awards
and the remaining shares available under the applicable plan,
including any awards granted to the Companys executive officers,
in each case subject to applicable adjustments in the manner set
forth in the Merger Agreement to such awards.In addition, by
reason of the Mergers and to the terms of the Merger Agreement,
the Company succeeded to all previously reported employee
compensation and benefit plans and agreements that had been
sponsored or maintained by Holdings and AmSurg prior to the
Mergers.

Severance and Retention Plan for Senior Management

On June15, 2016, Holdings board of directors approved the terms
of a senior management severance and retention program (the
Severance Plan).The Severance Plan became effective on
December 1, 2016 and was assumed by the Company in connection
with the closing of the Mergers.The terms of the Severance Plan
are substantially the same as those previously reported in the
Current Report filed on Form 8-K by Holdings on June 16, 2016.

The foregoing description of the Severance Plan does not purport
to be a complete description and is qualified in its entirety by
reference to the full text thereof, which is attached as Exhibit
10.14 to this report and is incorporated herein by reference.

Employment Agreement with William A. Sanger

On December 1, 2016, Holdings and William A. Sanger entered into
an employment agreement (the Employment Agreement) relating to
Mr. Sangers service as Executive Chairman of the Board of
Directors of the Company following the completion of the
Mergers.The terms of Mr. Sangers employment agreement are

13

substantially the same as those set forth in the letter agreement
and related term sheet entered into on June 15, 2016, between
Holdings and Mr. Sanger, and as previously reported in the
Current Report filed on Form 8-K by Holdings on June 16, 2016,
except that Mr. Sanger has agreed that following the Mergers, he
will no longer receive personal use of the Companys corporate
aircraft, which he was previously entitled to on a limited
basis.In consideration for the loss of this benefit, the Company
has agreed to pay Mr. Sanger approximately $420,000 representing
the cash value of the accrued but unused hours of personal use to
which he was entitled under the terms of his previous employment
agreement, as well as for those hours of personal use to which he
would have been entitled in 2017. Under the Employment Agreement,
Mr. Sanger will be entitled to a base salary of $1,106,000 per
year, an annual target bonus payment equal to two hundred percent
(200%) of his base salary, and a one-time award of time-vesting
equity interests in Company stock with a value equal to
$3,000,000.

The foregoing description of the Employment Agreement does not
purport to be a complete description and is qualified in its
entirety by reference to the full text thereof, which is attached
as Exhibit 10.15 to this report and is incorporated herein by
reference.

Item 5.03. Amendments to Articles of Incorporation or
Bylaws; Change in Fiscal Year.

On December 1, 2016, in connection with the Mergers, the Company
amended and restated its Certificate of Incorporation and Bylaws
to reflect the changes contemplated by the Merger Agreement and
as previously reported in the Description of Newco Capital Stock
and Comparison of Rights of AmSurg Shareholders, Envision
Stockholders and Newco Stockholders sections of the Joint Proxy
Statement/Prospectus. to the Companys Amended and Restated
Bylaws, the Companys first annual meeting of stockholders is
deemed to have occurred on May 26, 2016, and therefore any
stockholder notice shall be delivered in accordance with the
Amended and Restated Bylaws not less than 90 days nor more than
120 days prior to May 26, 2017. The information set forth in the
Description of Newco Capital Stock and Comparison of Rights of
AmSurg Shareholders, Envision Stockholders and Newco Stockholders
sections of the Joint Proxy Statement/Prospectus is incorporated
by reference into this Item 5.03.

The Second Amended and Restated Certificate of Incorporation of
the Company and the Amended and Restated Bylaws of the Company
are filed as Exhibits 3.1 and 3.2, respectively, to this Current
Report on Form 8-K and are incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired.

The financial statements required by Rule 3-05 of Regulation S-X
were previously reported in the Holdings and AmSurg Quarterly
Reports on Form 10-Q for the three months ended September 30,
2016 and Annual Reports on Form 10-K for the year ended
December31, 2015 and are incorporated by reference into this Item
9.01(a).

(b) Pro Forma Financial Information

The pro forma financial statements required by this Item 9.01(b)
were previously reported in Current Reports on Form 8-K, filed by
each of Holdings and AmSurg on November 17, 2016, each of which
is incorporated by reference into this Item 9.01(b).

(d)

Exhibits.

Exhibit No.		Description of Exhibit
2.1		Agreement and Plan of Merger, dated as of June 15, 2016, by and among Holdings, AmSurg Corp. and the Company (incorporated by reference to Annex A of the Companys Registration Statement on Form S-4 initially filed with the SEC on August4, 2016).

14

3.1		Second Amended and Restated Certificate of Incorporation of the Company.
3.2		Amended and Restated Bylaws of the Company.
4.1		Indenture, dated as of December 1, 2016, by and between the Company and Wilmington Trust, National Association.
4.2		First Supplemental Indenture, dated as of December 1, 2016, by and between the Company and Wilmington Trust, National Association.
4.3		Second Supplemental Indenture, dated as of December 1, 2016, by and among the Company, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association.
4.4		Indenture, dated as of June 18, 2014, by and among the Prior Envision Borrower, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association (Incorporated by reference to Exhibit 4.1 to Holdings Form 8-K, dated June19, 2014).
4.5		First Supplemental Indenture, dated as of June 18, 2014, by and among the Prior Envision Borrower, the Subsidiary Guarantors party thereto, and Wilmington Trust, National Association (Incorporated by reference to Exhibit 4.2 to Holdings Form 8-K, dated June 19, 2014).
4.6		Second Supplemental Indenture, dated as of September 10, 2014, by and among the Prior Envision Borrower, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association (Incorporated by reference to Holdings Form 10-Q for the quarter ended September 30, 2014).
4.7		Third Supplemental Indenture, dated as of May 4, 2015, by and among the Prior Envision Borrower, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association (Incorporated by reference to Holdings Form10-Q for the quarter ended June 30, 2015).
4.8		Fourth Supplemental Indenture, dated as of November 23, 2015, by and among the Prior Envision Borrower, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association (Incorporated by reference to Holdings Form10-K for the year ended December 31, 2015).
4.9		Fifth Supplemental Indenture, dated as of January 25, 2016, by and among the Prior Envision Borrower, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association (Incorporated by reference to Holdings Form10-Q for the quarter ended March 31, 2016).
4.10		Sixth Supplemental Indenture, dated as of November 30, 2016, by and among the Prior Envision Borrower, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association.
4.11		Seventh Supplemental Indenture, dated as of December 1, 2016, by and among Envision Healthcare Intermediate Corporation, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association.
4.12		Eighth Supplemental Indenture, dated as of December 1, 2016, by and among Holdings, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association.

15

4.13		Ninth Supplemental Indenture, dated as of December 1, 2016, by and among the Company, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association.
4.14		Indenture, dated as of July 16, 2014, by and among AmSurg Escrow Corp., the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1 to AmSurgs Form 8-K, dated July 22, 2014).
4.15		First Supplemental Indenture, dated as of July 16, 2014, by and between AmSurg and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2 to AmSurgs Form 8-K, dated July 22, 2014).
4.16		Supplemental Indenture, dated as of July 16, 2014, by and among AmSurg, the Subsidiary Guarantors party thereto and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3 to AmSurgs Form 8-K, dated July 22, 2014).
4.17		Supplemental Indenture, dated as of December 1, 2016, by and among AmSurg, the Subsidiary Guarantors party thereto and U.S. Bank National Association.
4.18		Supplemental Indenture, dated as of December 1, 2016, by and among the Company, the Subsidiary Guarantors party thereto and U.S. Bank National Association.
4.19		Supplemental Indenture, dated as of December 1, 2016, by and among the Company, the Subsidiary Guarantors party thereto and U.S. Bank National Association.
10.1		Term Loan Credit Agreement, dated May 25, 2011, by and among CDRT Merger Sub, Inc., Deutsche Bank AG New York Branch, as administrative agent and collateral agent, and several lenders from time to time party thereto (Incorporated by reference to Exhibit 10.1 to the Prior Envision Borrowers Form 8-K, dated June 1, 2011).
10.2		First Amendment, dated February 7, 2013, to the Term Loan Credit Agreement, dated May 25, 2011, by and among CDRT Merger Sub, Inc., Deutsche Bank AG New York Branch, as administrative agent and collateral agent, and several lenders from time to time party thereto (Incorporated by reference to Exhibit 10.1 to the Prior Envision Borrowers Form 8-K, dated February 13, 2013).
10.3		Second Amendment, dated October 28, 2015, to the Term Loan Credit Agreement, dated May 25, 2011, by and among the Prior Envision Borrower, Deutsche Bank AG New York Branch, as administrative agent and collateral agent, and several lenders from time to time party thereto (Incorporated by reference to Exhibit 10.1 to Holdings Form 8-K, dated October30, 2015).
10.4		Third Amendment, dated November 12, 2015, to the Term Loan Credit Agreement, dated May 25, 2011, by and among the Prior Envision Borrower, Deutsche Bank AG New York Branch, as administrative agent and collateral agent, and several lenders from time to time party thereto (Incorporated by reference to Exhibit 10.1 to Holdings Form 8-K, dated November16, 2015).

16

10.5		Fourth Amendment, dated November 12, 2015, to the Term Loan Credit Agreement, dated May 25, 2011, by and among the Prior Envision Borrower, Deutsche Bank AG New York Branch, as administrative agent and collateral agent, and several lenders from time to time party thereto (Incorporated by reference to Exhibit 10.2 to Holdings Form 8-K, dated November16, 2015).
10.6		Fifth Amendment, dated as of January 26, 2016, to the Term Loan Credit Agreement, dated as of May 25, 2011, by and among the Prior Envision Borrower, Deutsche Bank AG New York Branch, as administrative agent and collateral agent, and the several lenders from time to time party thereto (Incorporated by reference to Holdings Form 10-Q for the quarter ended March 31, 2016).
10.7		Sixth Amendment, dated as of July 25, 2016, to the Term Loan Credit Agreement, dated as of May 25, 2011, by and among the Prior Envision Borrower, Deutsche Bank AG New York Branch, as administrative agent and collateral agent, and the several lenders from time to time party thereto (Incorporated by reference to Holdings Form 10-Q for the quarter ended September 30, 2016).
10.8		Seventh Amendment, dated as of December 1, 2016, to the Term Loan Credit Agreement, dated as of May 25, 2011, by and among the Prior Envision Borrower, Deutsche Bank AG New York Branch, as existing administrative agent and existing collateral agent and JPMorgan Chase Bank, N.A., as administrative agent under the Restated Credit Agreement and as collateral agent under the Restated Credit Agreement, and the several lenders from time to time party thereto.
10.9		ABL Credit Agreement, dated as of May 25, 2011, by and among CDRT Merger Sub, Inc., Deutsche Bank AG New York Branch, as administrative agent and collateral agent, and several lenders from time to time party thereto (Incorporated by reference to Exhibit 10.3 to the Prior Envision Borrowers Form 8-K, dated June 1, 2011).
10.10		First Amendment, dated as of February 27, 2013, to the ABL Credit Agreement, dated as of May 25, 2011, by and among Emergency Medical Services Corporation, Deutsche Bank AG New York Branch, as an issuing lender, swingline lender, administrative agent and collateral agent, and the several lenders from time to time party thereto (Incorporated by reference to Exhibit 10.1 to the Prior Envision Borrowers Form 8-K, dated March 1, 2013).
10.11		Second Amendment to ABL Credit Agreement, dated as of February 6, 2015, among the Prior Envision Borrower, Deutsche Bank AG New York Branch, as administrative agent and an additional lender, and Barclays Bank PLC, as additional lender (Incorporated by reference to the Companys Form 10-Q for the quarter ended March 31, 2015).
10.12		Third Amendment, dated as of December 1, 2016, to the ABL Credit Agreement, dated as of May 25, 2011, by and among the Prior Envision Borrower, Deutsche Bank AG New York Branch, as swingline lender, as an issuing lender, as administrative agent for the lenders and as collateral agent for the Secured Parties and JPMorgan Chase Bank, N.A., as co-collateral agent under the Restated Credit Agreement, and the several lenders from time to time party thereto.
10.13		Form of Indemnification Agreement with the Companys directors.
10.14		Severance and Retention Plan for Senior Management.

17

10.15		Amended and Restated Employment Agreement, dated as of December 1, 2016, by and between Holdings and William A. Sanger.

Identifies each management compensation plan or arrangement.

18

About ENVISION HEALTHCARE CORPORATION (NYSE:EVHC)
Envision Healthcare Holdings, Inc., formerly CDRT Holding Corporation, is a holding company. The Company, through its subsidiary, provides physician-led medical services in the United States. It operates in two segments: EmCare Holdings, Inc. (EmCare) and American Medical Response, Inc. (AMR). Its EmCare segment is a provider of integrated facility-based and post-acute care physician services to healthcare facilities in the United States. Its AMR segment has developed a network of ambulance services and other healthcare transportation services in the United States. It provides Emergency Department (ED) physician services to hospitals and other facilities. Its hospitalist services include inpatient physician services. It provides anesthesiology services to hospitals, free-standing ambulatory surgery centers and physician offices. It provides radiology, including tele-radiology services to hospitals. It offers management, oversight and surgeon staffing for trauma surgery services. ENVISION HEALTHCARE CORPORATION (NYSE:EVHC) Recent Trading Information
ENVISION HEALTHCARE CORPORATION (NYSE:EVHC) closed its last trading session down -2.48 at 69.19 with 15,955,934 shares trading hands.