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Coliseum Capital Issues Open Letter to Board of R1 RCM on Offer by New Mountain to Acquire the Company for $13.75 Per Share
[February 26, 2024]

Coliseum Capital Issues Open Letter to Board of R1 RCM on Offer by New Mountain to Acquire the Company for $13.75 Per Share


Coliseum Capital Management, LLC ("Coliseum"), one of the largest shareholders of R1 RCM Inc. (NASDAQ: RCM) ("Company"), today announced that it has issued an open letter to the Company's Board of Directors.

In its letter, Coliseum states that it believes the offer by New Mountain Capital, L.L.C. to acquire the Company for cash consideration of $13.75 per share significantly undervalues the Company. The letter also expresses support for the Company's Board of Directors, management team, and strategy for shareholder value creation. Coliseum encourages the Board of Directors to stand firm and require a materially higher price, or reject the offer and stay the course as a public company.

The full text of the letter is set forth below.

February 26, 2024

R1 RCM Inc.
434 W. Ascension Way, 6th Floor
Murray, Utah 84123
Attn: Board of Directors

Ladies and Gentlemen:

We are writing on behalf of Coliseum Capital Management, LLC which, through its managed fundsand accounts, beneficially owns over 10 million shares of common stock of R1 RCM Inc. ("R1" or the "Company"). As such, we are in aggregate, one of the five largest shareholders.



We have reviewed the Amended 13D filed this morning by New Mountain Capital, L.L.C. proposing a transaction under which all of the outstanding shares of R1 would be acquired for cash consideration of $13.75 per share. We believe this proposal meaningfully undervalues the Company and is not in the best interest of shareholders.

As we have shared with management in multiple meetings, we are excited about R1's current strategy and longer-term prospects, and impressed by Lee Rivas, Jennifer Williams and the broader team. Furthermore, we support the current Board of Directors and your efforts in building the business for the benefit of all shareholders. R1 is on a compelling trajectory, and we have deep conviction in management's ability to execute and create durable shareholder value over the coming years.


We encourage the Board of Directors to stand firm and require a materially higher price, or reject the offer and stay the course as a public company. To be clear, given the strength of R1's business prospects, we believe remaining public and driving forward the existing strategy will result in greater value for all shareholders than accepting a price at or near the current offer.

We appreciate your consideration of our views, which come in the genuine spirit of partnership. We look forward to remaining supportive shareholders and thank you for your leadership.

Sincerely,

Chris Shackelton and Adam Gray


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