MOUNTAIN VIEW, Calif.,
Dec. 10, 2015 /PRNewswire/ -- Omnicell, Inc. (NASDAQ:
OMCL) ("Omnicell"), a leading provider of medication and supply
management solutions to healthcare systems, today announced the
expiration of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976, as amended (the "HSR Act"),
applicable to its proposed acquisition of all of the outstanding
interests of Aesynt Cooperatief U.A. from Aesynt Holding, L.P. and
Aesynt, Ltd.
As previously announced on October 29,
2015, Omnicell entered into a Securities Purchase Agreement
(the "Securities Purchase Agreement") with Aesynt Cooperatief U.A.,
Aesynt Holding, L.P. and Aesynt, Ltd. (together,
"Aesynt"). Pursuant to the terms and conditions of the Securities
Purchase Agreement, Omnicell will acquire all of the outstanding
interests of Aesynt Cooperatief U.A. on the closing date for total
aggregate consideration of $275,000,000, in cash, plus cash on hand at
signing minus indebtedness at signing, or approximately
$217,300,000. The expiration of the
waiting period under the HSR Act satisfies one of the conditions to
the closing of the Securities Purchase Agreement. The Company
expects the transaction to close early in the first quarter of
2016, subject to the satisfaction or waiver of the remaining
conditions set forth in the Securities Purchase Agreement.
Details of this acquisition are included in an investor
presentation found in the investor relations section of our website
and can be accessed by clicking here.
About Omnicell
Since 1992, Omnicell (NASDAQ: OMCL) has been creating
new efficiencies to improve patient care, anywhere it is delivered.
Omnicell is a leading supplier of comprehensive automation and
business analytics software for patient-centric medication and
supply management across the entire health care continuum—from the
acute care hospital setting to post-acute skilled nursing and
long-term care facilities to the home.
More than 3,200 customers worldwide have utilized Omnicell
Automation and Analytics solutions to increase operational
efficiency, reduce errors, deliver actionable intelligence and
improve patient safety. Omnicell Medication Adherence solutions,
including its MTS Medication Technologies brand, provide innovative
medication adherence packaging solutions to help reduce costly
hospital readmissions. In addition, these solutions enable
approximately 7,000 institutional and retail pharmacies worldwide
to maintain high accuracy and quality standards in medication
dispensing and administration while optimizing productivity and
controlling costs.
For more information about Omnicell, Inc. please
visit www.omnicell.com.
About Aesynt
Aesynt combines years of healthcare expertise with a
comprehensive portfolio of pharmacy automation and information
management tools. Aesynt partners with healthcare
organizations to fully optimize all medication forms
enterprise-wide, driving dramatic cost reductions and improved
patient safety. With leading solutions for sterile compounding,
enterprise-wide inventory management, and medication
dispensing, Aesynt is committed to developing innovative
solutions to solve the most pressing challenges for our global
healthcare partners. For more information,
visit www.aesynt.com or
follow Aesynt on Twitter or LinkedIn.
Forward-Looking Statements
This release contains "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995,
including but not limited to statements relating to the anticipated
acquisition of Aesynt and the timing and benefits thereof, the
expected combined operations of Omnicell and Aesynt and Omnicell's
financing plans for the Aesynt acquisition. As such, they are
subject to the occurrence of many events outside Omnicell's control
and are subject to various risk factors that could cause actual
results to differ materially from those expressed or implied in any
forward-looking statement. Risks include, without limitation,
risks related to Omnicell's ability to complete the acquisition on
the proposed terms and schedule; whether Omnicell or Aesynt will be
able to satisfy their respective closing conditions related to the
acquisition; whether Omnicell will obtain financing for the
transaction on the expected timeline and terms; risks associated
with business combination transactions, such as the risk that the
businesses will not be integrated successfully, that such
integration may be more difficult, time-consuming or costly than
expected or that the expected benefits of the acquisition will not
occur; risks related to future opportunities and plans for the
combined company, including uncertainty of the expected financial
performance and results of the combined company following
completion of the proposed acquisition; disruption from the
proposed acquisition, making it more difficult to conduct business
as usual or maintain relationships with customers, employees or
suppliers; and the possibility that if the combined company does
not achieve the perceived benefits of the proposed acquisition as
rapidly or to the extent anticipated by financial analysts or
investors, the market price of Omnicell's shares could decline.
Other risks that contribute to the uncertain nature of the
forward-looking statements include our ability to take advantage of
the growth opportunities in medication management across the
spectrum of healthcare settings from long term care to home care,
unfavorable general economic and market conditions, risks to growth
and acceptance of our products and services, including competitive
conversions, and to growth of the clinical automation and workflow
automation market generally, the potential of increasing
competition, potential regulatory changes, the ability of the
company to improve sales productivity to grow product bookings, to
develop new products and to acquire and successfully integrate
companies. These and other risks and uncertainties are described
more fully in Omnicell's most recent filings with the Securities
and Exchange Commission. Prospective investors are cautioned not to
place undue reliance on forward-looking statements. All
forward-looking statements contained in this press release speak
only as of the date on which they were made. Omnicell undertakes no
obligation to update such statements to reflect events that occur
or circumstances that exist after the date on which they were
made.
OMCL-E
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SOURCE Omnicell, Inc.