We advised the representative of the initial purchasers on the offering

Davis Polk advised the representative of the several initial purchasers in connection with a Rule 144A / Regulation S offering by National Mentor Holdings, Inc. of $1.275 billion aggregate principal amount of its 10.5% senior secured notes due 2030. The notes are guaranteed by certain subsidiaries of Sevita. The gross proceeds from the offering of $382.5 million aggregate principal amount of notes were placed in an escrow account and, together with a new borrowings under loan facilities, will be used to fund Sevita’s acquisition of the Res-Care community living business from BrightSpring Health Services, Inc. The net proceeds from the offering of $892.5 million aggregate principal amount of notes, together with borrowings under a new term loan facility, will be used to refinance Sevita’s existing term loan facility in full.

Sevita is a leading national provider of home and community-based services to specialized, complex patient populations with a range of medical, behavioral and social care needs across a continuum of low-cost settings including day and residential programs.

The Davis Polk capital markets team included partners Michael Kaplan and Hillary A. Coleman and counsel Claudia Carvajal Lopez. Partner Jason Krywood, counsel Mayer J. Steinman and associates Sally Kang, Max Berman and Patrick B. Fontana provided finance advice. Counsel Dustin Plotnick and associate Fred (Chen) Fu provided tax advice. Members of the Davis Polk team are based in the New York and Washington DC offices.

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