Model N, Inc. announced on the Closing Date, Parent and Model N (effective upon consummation of the Merger), as the borrowers, entered into that certain Credit Agreement with OHA Agency LLC, as administrative agent and collateral agent, the lenders from time to time party thereto and the other guarantors from time to time party thereto, which provides for (i) a term loan facility in an aggregate principal amount equal to $735 million, (ii) a revolving loan facility in an aggregate principal amount equal to $80 million, and (iii) a delayed draw term loan facility in an aggregate principal amount equal to $150 million. Parent and Model N (effective upon consummation of the Merger) are the borrowers, and certain of their subsidiaries are guarantors, under the Credit Agreement. The obligations under the Credit Agreement are secured on a first priority basis by substantially all assets of the borrowers and the guarantors (subject to certain exclusions and exceptions).

The Credit Agreement includes representations and warranties, covenants, events of default and other provisions that are customary for facilities of their respective types.