KINDRED HEALTHCARE SIGNS DEFINITIVE AGREEMENT TO ACQUIRE ASSETS OF RXPERTS, INC. OF CHICAGO, ILLINOIS
Louisville, KY (September 13, 2005) – Kindred Healthcare,
Inc. (the “Company”) (NYSE: KND) today announced that its
pharmacy subsidiary (“KPS”) has signed a definitive agreement
to acquire the assets of RXPERTS, Inc. (“RXPERTS”). RXPERTS
operates a long-term care pharmacy servicing nursing facilities and assisted
living facilities exclusively in the Chicago, Illinois market. The business
being acquired currently generates revenues of approximately $45 million
on an annualized basis and serves approximately 8,600 customer beds in
the Chicago area. The transaction does not include or affect the operations
of RXPERTS’ affiliated institutional pharmacy business in Florida.
The financial terms of the transaction were not disclosed. The final closing
is expected to take place in the fourth quarter of 2005 and is subject
to customary conditions to closing. The Company expects that the transaction
will be accretive to earnings in 2005 and beyond.
Paul J. Diaz, President and Chief Executive Officer of the Company, stated
that “We are excited to have this opportunity to expand our operations
and enter into a new market for KPS in Chicago. We believe that the Chicago
market offers significant opportunities for KPS and also allows KPS to
expand on the quality services being provided in Illinois by RXPERTS and
its employees. We are committed to continuing to grow KPS through organic
development and strategic acquisitions and believe that RXPERTS’
Chicago operations fit nicely into our growth strategy.”
Dennis Ruben, President of RXPERTS, said, “We selected KPS because
of its ability to provide quality services to our customers in Illinois.
KPS’ clinical expertise and quality operations will be beneficial
to our existing customers and should offer other growth opportunities
in the Chicago market. I also believe that KPS offers our employees in
Chicago a great opportunity to become a part of a growing and well-managed
organization.”
This press release includes forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. All statements
regarding the Company’s expected future financial position, results
of operations, cash flows, financing plans, business strategy, budgets,
capital expenditures, competitive positions, growth opportunities, plans
and objectives of management and statements containing the words such
as “anticipate,” “approximate,” “believe,”
“plan,” “estimate,” “expect,” “project,”
“could,” “should,” “will,” “intend,”
“may” and other similar expressions, are forward-looking statements.
Such forward-looking statements are inherently uncertain, and stockholders
and other potential investors must recognize that actual results may differ
materially from the Company’s expectations as a result of a variety
of factors, including, without limitation, those discussed below. Such
forward-looking statements are based on management’s current expectations
and include known and unknown risks, uncertainties and other factors,
many of which the Company is unable to predict or control, that may cause
the Company’s actual results or performance to differ materially
from any future results or performance expressed or implied by such forward-looking
statements. These statements involve risks, uncertainties and other factors
discussed below and detailed from time to time in the Company’s
filings with the Securities and Exchange Commission.
In addition to the factors set forth above, other factors that may affect
the Company’s plans or results include, without limitation, (a)
the satisfaction of closing conditions to the transaction; (b) the Company’s
ability to integrate the operations of RXPERTS and realize the anticipated
revenues, economies of scale, cost synergies and productivity gains; (c)
the Company’s ability to operate pursuant to the terms of its debt
obligations and its master lease agreements with Ventas, Inc. (NYSE:VTR);
(d) the Company’s ability to meet its rental and debt service obligations;
(e) adverse developments with respect to the Company’s results of
operations or liquidity; (f) the Company’s ability to attract and
retain key executives and other healthcare personnel; (g) increased operating
costs due to shortages in qualified nurses, therapists and other healthcare
personnel; (h) the effects of healthcare reform and government regulations,
interpretation of regulations and changes in the nature and enforcement
of regulations governing the healthcare industry; (i) changes in the reimbursement
rates or methods of payment from third party payors, including the Medicare
and Medicaid programs, and changes arising from and related to the Medicare
prospective payment system for long-term acute care hospitals and the
Medicare Prescription Drug, Improvement, and Modernization Act of 2003,
and changes in nursing center Medicare reimbursement resulting from revised
resource utilization groupings payments; (j) national and regional economic
conditions, including their effect on the availability and cost of labor,
materials and other services; (k) the Company’s ability to control
costs, including labor and employee benefit costs; (l) the Company’s
ability to comply with the terms of its Corporate Integrity Agreement;
(m) the Company’s ability to successfully pursue its development
activities and successfully integrate new operations, including the realization
of anticipated revenues, economies of scale, cost savings and productivity
gains associated with such operations; (n) the increase in the costs of
defending and insuring against alleged professional liability claims and
the Company’s ability to predict the estimated costs related to
such claims; (o) the Company’s ability to successfully reduce (by
divestiture of operations or otherwise) its exposure to professional liability
claims; (p) the Company’s ability to successfully dispose of unprofitable
facilities; and (q) the Company’s ability to ensure and maintain
an effective system of internal controls over financial reporting. Many
of these factors are beyond the Company’s control. The Company cautions
investors that any forward-looking statements made by the Company are
not guarantees of future performance. The Company disclaims any obligation
to update any such factors or to announce publicly the results of any
revisions to any of the forward-looking statements to reflect future events
or developments.
Kindred Healthcare, Inc. through its subsidiaries operates hospitals,
nursing centers, institutional pharmacies and a contract rehabilitation
services business across the United States.
CONTACT:
Richard A. Lechleiter
Executive Vice President and Chief Financial Officer
(502) 596-7734
