Gentiva Health Services To Acquire The Healthfield Group, A Homecare And Hospice Provider
Gentiva to Discuss Transaction on Special Conference Call Scheduled for 10:00 am ET, January 5, 2006
Melville, NY - Gentiva Health Services, Inc., a provider of comprehensive home health services, announced today that it has entered into an agreement to acquire The Healthfield Group, Inc., a provider of home healthcare and hospice with approximately 130 locations primarily in eight southeastern states -- for $454 million in cash and stock, excluding transaction costs and subject to post-closing adjustments.
Gentiva will discuss the transaction during a special conference call for investors and other interested parties today, January 5, 2006, at 10:00 a.m. ET. Details regarding call participation are included below.
The purchase price consists of shares of Gentiva common stock with a value of approximately $55 million and approximately $399 million in cash, a portion of which will be used to refinance Healthfield's existing net indebtedness. Gentiva has received a fully underwritten financing commitment from Lehman Brothers Inc. to provide funding for the acquisition. The transaction, which is subject to Hart-Scott-Rodino review, is expected to close in the first quarter of 2006.
Healthfield's trailing 12-month pro forma unaudited revenues were approximately $291 million through the period ended September 30, 2005. Gentiva anticipates the transaction will be accretive to its fiscal 2006 results and expects to provide additional information when the transaction closes.
Founded in 1986, Atlanta-based Healthfield operates offices in Alabama, Florida, Georgia, Michigan, North Carolina, South Carolina, Tennessee, Virginia and West Virginia. The combination would significantly increase Gentiva's ability to serve the home healthcare market in Alabama, Georgia North Carolina and Tennessee, and establish a presence in South Carolina. Healthfield also offers a complete range of durable medical and respiratory equipment, and infusion therapy services.
"This transaction is a turning point for Gentiva as we will cross the billion-dollar mark in net revenues and fuel our platform for growth in complementary businesses serving an aging population," said Chairman and CEO Ron Malone. "Our combination with Healthfield will substantially extend our industry leadership and our geographic reach in the southeast, and include significant operations in four key states with certificate of need requirements. It will make Gentiva one of the nation's 10 largest hospice providers with a growing platform and the critical mass for expansion. And the transaction brings together two highly compatible organizations who share similar cultures, philosophies, standards of excellence and other attributes fostered by talented management teams and employees. We anticipate a smooth integration and look forward to capitalizing on many new opportunities."
"Today's announcement is an important milestone, not only for our two companies, but for the homecare patients, referral sources and payers who will ultimately benefit from their relationships with our combined organization," said Rod Windley, Healthfield's Chairman and CEO. "Thanks to the expertise of both organizations and the opportunities this transaction should bring, Gentiva will be in a better position to contribute to -- and benefit from -- solutions to our growing national health challenges." Upon the closing, Windley is expected to join Gentiva's Board of Directors and serve as Vice Chairman.
SOURCE: Gentiva Health Services