AdaptHealth Corp. Closes Previously Announced Acquisition of AeroCare Holdings Inc.
February 01 2021 - 04:15PM
Business Wire
AdaptHealth Corp. (NASDAQ: AHCO) (“AdaptHealth” or the
“Company”), a leading provider of home healthcare equipment,
medical supplies to the home and related services in the United
States, announced today that it has closed the previously announced
acquisition of AeroCare Holdings Inc. (“AeroCare”). The acquisition
was consummated for total consideration consisting of approximately
$1.1 billion in cash and 31 million shares of AdaptHealth common
stock. The share consideration will initially be a combination of
Class A Common Stock (up to 19.9% of the outstanding Class A Common
Stock at the time the transaction was agreed to) and non-voting
convertible preferred, which converts to Class A Common Stock once
AdaptHealth shareholders approve the issuance of the additional
share consideration under NASDAQ rules. AdaptHealth will seek such
shareholder approval after closing of the transaction.
AeroCare is a leading national technology-enabled respiratory
and home medical equipment (“HME”) distribution platform in the
United States and offers a comprehensive suite of direct-to-patient
equipment and services including CPAP and BiPAP machines, oxygen
concentrators, home ventilators, and other durable medical
equipment products. The acquisition of AeroCare significantly
enhances AdaptHealth’s scale and geographic reach with the combined
company serving nearly 3 million patients from over 500 locations
across 46 states.
As previously announced, the combined company will operate under
the name AdaptHealth, and Luke McGee, CEO of AdaptHealth, and Steve
Griggs, CEO of AeroCare, will jointly lead the company as Co-CEOs.
Josh Parnes will continue to serve as President. In addition,
AdaptHealth will expand its Board of Directors at closing of the
transaction to 11 directors, with Steve Griggs and shareholder
designee Ted Lundberg of Peloton Equity to join the Board.
AdaptHealth funded the transaction and associated costs through
a combination of the proceeds received from its previously
completed $500 million unsecured senior notes issuance and a
refinancing of, and increase to, its existing senior secured credit
facilities, plus cash on hand which includes a portion of the
proceeds received from its January 2021 equity offering.
AdaptHealth was advised by Jefferies LLC, Truist Securities,
Inc., Willkie Farr & Gallagher LLP and K&L Gates LLP.
AeroCare and the its shareholders were advised by Morgan Stanley
& Co. LLC, Goodwin & Procter LLP, and Brown &
Fortunato, P.C.
About AdaptHealth Corp.
AdaptHealth is a leading provider of home healthcare equipment,
medical supplies to the home and related services in the United
States. AdaptHealth provides a full suite of medical products and
solutions designed to help patients manage chronic conditions in
the home, adapt to life and thrive. Product and services offerings
include (i) sleep therapy equipment, supplies and related services
(including CPAP and bi PAP services) to individuals suffering from
obstructive sleep apnea, (ii) medical devices and supplies to
patients for the treatment of diabetes (including continuous
glucose monitors and insulin pumps), (iii) home medical equipment
(HME) to patients discharged from acute care and other facilities,
(iv) oxygen and related chronic therapy services in the home, and
(v) other HME medical devices and supplies on behalf of chronically
ill patients with wound care, urological, incontinence, ostomy and
nutritional supply needs. The Company is proud to partner with an
extensive and highly diversified network of referral sources,
including acute care hospitals, sleep labs, pulmonologists, skilled
nursing facilities, and clinics. AdaptHealth services beneficiaries
of Medicare, Medicaid and commercial insurance payors. AdaptHealth
services approximately 1.8 million patients annually in all 50
states through its network of 269 locations in 41 states. Learn
more at www.adapthealth.com.
Forward-Looking Statements
This press release includes certain statements that are not
historical facts but are forward-looking statements for purposes of
the safe harbor provisions under the United States Private
Securities Litigation Reform Act of 1995. Forward-looking
statements generally are accompanied by words such as “believe,”
“may,” “will,” “estimate,” “continue,” “anticipate,” “intend,”
“expect,” “should,” “would,” “plan,” “predict,” “potential,”
“seem,” “seek,” “future,” “outlook,” and similar expressions that
predict or indicate future events or trends or that are not
statements of historical matters. These forward-looking statements
include, but are not limited to, statements regarding projections,
estimates and forecasts of revenue and other financial and
performance metrics and projections of market opportunity and
expectations and the Company’s acquisition pipeline. These
statements are based on various assumptions and on the current
expectations of AdaptHealth management and are not predictions of
actual performance. These forward-looking statements are provided
for illustrative purposes only and are not intended to serve as,
and must not be relied on, by any investor as, a guarantee, an
assurance, a prediction or a definitive statement of fact or
probability. Actual events and circumstances are difficult or
impossible to predict and will differ from assumptions. Many actual
events and circumstances are beyond the control of the Company.
These forward-looking statements are subject to a number of
risks and uncertainties, including the outcome of judicial and
administrative proceedings to which the Company may become a party
or governmental investigations to which the Company may become
subject that could interrupt or limit the Company’s operations,
result in adverse judgments, settlements or fines and create
negative publicity; changes in the Company’s clients’ preferences,
prospects and the competitive conditions prevailing in the
healthcare sector; and the impact of the recent coronavirus
(COVID-19) pandemic and the Company’s response to it. A further
description of such risks and uncertainties can be found in the
Company’s filings with the Securities and Exchange Commission. If
the risks materialize or assumptions prove incorrect, actual
results could differ materially from the results implied by these
forward-looking statements. There may be additional risks that the
Company presently knows or that the Company currently believes are
immaterial that could also cause actual results to differ from
those contained in the forward-looking statements. In addition,
forward-looking statements reflect the Company’s expectations,
plans or forecasts of future events and views as of the date of
this press release. The Company anticipates that subsequent events
and developments will cause the Company’s assessments to change.
However, while the Company may elect to update these
forward-looking statements at some point in the future, the Company
specifically disclaims any obligation to do so. These
forward-looking statements should not be relied upon as
representing the Company’s assessments as of any date subsequent to
the date of this press release. Accordingly, undue reliance should
not be placed upon the forward-looking statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20210201005895/en/
AdaptHealth Corp. Jason Clemens, CFA Chief Financial
Officer (484) 301-6599 jclemens@adapthealth.com
Brittany Lett Vice President, Marketing (909) 915-4983
blett@adapthealth.com
The Equity Group Inc. Devin Sullivan Senior Vice
President (212) 836-9608 dsullivan@equityny.com
Kalle Ahl, CFA Vice President (212) 836-9614
kahl@equityny.com
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