EX-4.2






 Change Healthcare Inc. has requested confidential treatment of this registration statement
and associated correspondence 
 pursuant to Rule 83 of the Securities and Exchange Commission. 

 

 Exhibit 4.2 

COMPLETION DATE SUPPLEMENTAL INDENTURE 

Completion Date Supplemental Indenture (this “Completion Date Supplemental Indenture”), dated as of March 1, 2017, among
the Subsidiaries of Change Healthcare Holdings, LLC, a Delaware limited liability company (the “Issuer”), that are signatories hereto as Guarantors (collectively, the “Completion Date Guarantors”) and Wilmington
Trust, National Association, a national banking association, as trustee (the “Trustee”). 
 W I T N E S S E T H 

WHEREAS, the Issuer, Change Healthcare Finance, Inc., a Delaware corporation (the
“Co-Issuer” and, together with the Issuer, the “Issuers”) and the Trustee have heretofore executed and delivered an indenture, dated as of February 15, 2017 (the
“Initial Indenture” together with this Completion Date Supplemental Indenture, and as further amended and supplemented, the “Indenture”), providing for the issuance of $1,000,000,000 aggregate principal amount of
5.75% Senior Notes due 2025 (the “Notes”); 
 WHEREAS, the Initial Indenture contemplates that upon the occurrence of the
Completion Date, the Completion Date Guarantors shall execute and deliver to the Trustee a supplemental indenture pursuant to which each of the Completion Date Guarantors shall expressly and unconditionally guarantee, on a joint and several basis,
all of the Issuers’ Obligations under the Initial Indenture and the Notes; and 
 WHEREAS, pursuant to Section 9.01 of the Initial
Indenture, the Completion Date Guarantors and the Trustee are authorized to execute and deliver this Completion Date Supplemental Indenture to amend or supplement the Initial Indenture without the consent of any Holder of the Notes. 

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged,
each of the Completion Date Guarantors and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows: 

(1) Capitalized Terms. Capitalized terms used herein without definition shall have the meanings assigned to them in the Initial
Indenture. 
 (2) Agreement to Guarantee. Each Completion Date Guarantor acknowledges that it has received and reviewed a copy of the
Indenture and all other documents it deems necessary to review in order to enter into this Completion Date Supplemental Indenture, and acknowledges and agrees to (i) join and become a party to the Indenture as indicated by its signature below;
(ii) be bound by the Indenture, as of the date hereof, as if made by, and with respect to, each signatory hereto; and (iii) perform all obligations and duties required of a Guarantor pursuant to the Indenture. Each Completion Date
Guarantor hereby agrees to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Indenture, including, but not limited to, Article 10 thereof. 

(3) Execution and Delivery. Each Completion Date Guarantor agrees that its Guarantee shall remain in full force and effect
notwithstanding the absence of the endorsement of any notation of such Guarantee on the Notes. 
 (4) No Recourse Against Others. No
past, present or future director, officer, employee, incorporator, member, partner or direct or indirect equityholder of any Issuer or any Guarantor (including the Completion Date Guarantors) (other than the Issuers in respect of the Notes and each
Guarantor in respect of its Guarantee) shall have any liability for any obligations of the Issuers or the 

  














 Change Healthcare Inc. has requested confidential treatment of this registration statement
and associated correspondence 
 pursuant to Rule 83 of the Securities and Exchange Commission. 

 

 Guarantors (including the Completion Date Guarantors) under the Notes, any Guarantees, the Indenture, this
Completion Date Supplemental Indenture or any other supplemental indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder by accepting Notes waives and releases all such liability. The
waiver and release are part of the consideration for issuance of the Notes. 
 (5) Governing Law. THIS COMPLETION DATE
SUPPLEMENTAL INDENTURE, AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS COMPLETION DATE SUPPLEMENTAL INDENTURE, WILL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. 

(6) Counterparts. The parties may sign any number of copies of this Completion Date Supplemental Indenture. Each signed copy
shall be an original, but all of them together represent the same agreement. This Completion Date Supplemental Indenture may be executed in multiple counterparts which, when taken together, shall constitute one instrument. The exchange of copies of
this Completion Date Supplemental Indenture and of signature pages by facsimile or PDF transmissions shall constitute effective execution and delivery of this Completion Date Supplemental Indenture as to the parties hereto and may be used in lieu of
the original Completion Date Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or PDF shall be deemed to be their original signatures for all purposes 

(7) Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof. 

(8) The Trustee. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency
of this Completion Date Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Completion Date Guarantors. 

(9) Benefits Acknowledged. The Completion Date Guarantors’ Guarantees are subject to the terms and conditions set forth in
the Indenture. Each Completion Date Guarantor acknowledges that it will receive direct and indirect benefits from the financing arrangements contemplated by the Indenture and this Completion Date Supplemental Indenture and that the guarantee and
waivers made by it pursuant to its Guarantee are knowingly made in contemplation of such benefits. 
 (10) Successors. All
agreements of the Completion Date Guarantors in this Completion Date Supplemental Indenture shall bind their respective successors, except as otherwise provided in this Completion Date Supplemental Indenture. All agreements of the Trustee in this
Completion Date Supplemental Indenture shall bind its successors. 
 [Signature Page Follows] 

  














 Change Healthcare Inc. has requested confidential treatment of this registration statement
and associated correspondence 
 pursuant to Rule 83 of the Securities and Exchange Commission. 

 

 IN WITNESS WHEREOF, the parties hereto have caused this Completion Date Supplemental
Indenture to be duly executed as of the date first above written. 
  

			
	 CHANGE HEALTHCARE, INC.

CHANGE HEALTHCARE
 INTERMEDIATE HOLDINGS, INC.

CHANGE HEALTHCARE HOLDINGS, INC.

	CHANGE HEALTHCARE OPERATIONS, LLC
	CHANGE HEALTHCARE SOLUTIONS, LLC
	CHANGE HEALTHCARE BUSINESS FULFILLMENT, LLC
	CHANGE HEALTHCARE
	 CORRESPONDENCE SERVICES, INC.

CHANGE HEALTHCARE COMMUNICATIONS, LLC

	 CHANGE HEALTHCARE ENGAGEMENT SOLUTIONS, INC.

CHANGE HEALTHCARE PAYER PAYMENT INTEGRITY, LLC
 CHANGE
HEALTHCARE PHARMACY SOLUTIONS, INC.

	VIEOSOFT, INC.
	 ALTEGRA HEALTH, INC.

CHANGE ENCIRCLE, LLC ALTEGRA HEALTH OPERATING COMPANY LLC

	ALTEGRA HEALTH CONNECTIONS, LLC
	ALTEGRA HEALTH OPERATING COMPANY - PUERTO RICO, LLC
		
	By:	 	 /s/ Gregory T. Stevens

		 	Name: Gregory T. Stevens
		 	Title: Secretary


 [Supplemental Indenture] 

  














 Change Healthcare Inc. has requested confidential treatment of this registration statement
and associated correspondence 
 pursuant to Rule 83 of the Securities and Exchange Commission. 

 

 
			
	PST SERVICES, LLC
		
	By:	 	 /s/ John G. Saia

	Name: John G. Saia
	Title: Vice President and Secretary
	
	MCKESSON TECHNOLOGIES LLC
		
	By:	 	 /s/ John G. Saia

	Name: John G. Saia
	Title: Vice President and Secretary
	
	HEALTHQX, LLC
		
	By:	 	 /s/ John G. Saia

	Name: John G. Saia
	Title: Vice President and Secretary
	
	MED3000 GROUP, INC.
		
	By:	 	 /s/ John G. Saia

	Name: John G. Saia
	Title: Vice President and Secretary
	
	MED3000, INC.
		
	By:	 	 /s/ John G. Saia

	Name: John G. Saia
	Title: Vice President and Secretary
	
	INTEGREAT, LLC
		
	By:	 	 /s/ John G. Saia

	Name: John G. Saia
	Title: Vice President and Secretary


 [Supplemental Indenture] 

  














 Change Healthcare Inc. has requested confidential treatment of this registration statement
and associated correspondence 
 pursuant to Rule 83 of the Securities and Exchange Commission. 

 

 
			
	PEDIATRIC HEALTH ALLIANCE, L.L.C.
		
	By:	 	 /s/ John G. Saia

	Name: John G. Saia
	Title: Manager
	
	MED3000 HEALTH SOLUTIONS SOUTHEAST
		
	By:	 	 /s/ John G. Saia

	Name: John G. Saia
	Title: Vice President and Secretary
	
	MED3000 INVESTMENTS, INC.
		
	By:	 	 /s/ John G. Saia

	Name: John G. Saia
	Title: Vice President and Secretary
	
	WILMINTON TRUST, NATIONAL ASSOCIATION, as Trustee
		
	By:	 	 /s/ Joseph P. O’Donnell

	Name: Joseph P. O’Donnell
	Title: Vice President


 [Supplemental Indenture]