|Notes||CUSIP Number||Principal Amount Outstanding||Tender Offer Consideration (1)||Consent Payment (1)||Total Consideration (1)(2)|
|5.625% Senior Notes due 2020||03232PAB4||$250,000,000||$1,001.88||$30.00||$1,031.88|
|(1) Per $1,000 principal amount of Notes and excluding accrued and unpaid interest, which will be paid in addition to the Total Consideration or Tender Offer Consideration, as applicable.|
|(2) Includes the Consent Payment.|
AMSURG Corp. (NASDAQ: AMSG) ("AMSURG" or the "Company") announced today that it is commencing a tender offer (the "Tender Offer") to purchase for cash any and all of its outstanding $250,000,000 aggregate principal amount of 5.625% Senior Notes Due 2020 (the "Notes"). In connection with the Tender Offer, the Company is also seeking consents (the "Consent Solicitation") to proposed amendments (the "Proposed Amendments") to the Indenture, dated November 20, 2012 (the "Indenture"), which governs the Notes, that would eliminate substantially all of the restrictive covenants and certain events of default contained in the Indenture. Information related to the Notes and other information relating to the Tender Offer and Consent Solicitation are listed in the table below. The terms and conditions of the Tender Offer and Consent Solicitation are described in greater detail in the Offer to Purchase and Consent Solicitation Statement, dated November 10, 2016, and the related Consent and Letter of Transmittal (collectively, the "Offer to Purchase and Consent Solicitation Materials"), which holders of the Notes should carefully read before making any decision with respect to the Tender Offer and Consent Solicitation.
Holders who validly tender their Notes and thereby deliver their consents prior to 5:00 p.m., Eastern time, on Monday, November 28, 2016 (the "Consent Payment Deadline") will be eligible to receive total consideration of $1,031.88 per $1,000 principal amount of Notes, which includes a consent payment of $30.00 per $1,000 principal amount of Notes tendered. Holders must validly tender and not validly withdraw their Notes, and have their Notes accepted for purchase in the Tender Offer, at or prior to the Consent Payment Deadline in order to be eligible to receive the Total Consideration, including the consent payment. A holder cannot deliver a consent with respect to the Notes without tendering its corresponding Notes or tender its Notes without delivering a corresponding consent.