AdaptHealth Announces Proposed Offering of $550 Million Senior Notes Due 2030
August 10 2021 - 6:23PM
Business Wire
AdaptHealth Corp. (NASDAQ: AHCO) (“AdaptHealth” or the
“Company”), a national leader in providing patient-centered,
healthcare-at-home solutions including home medical equipment,
medical supplies, and related services, announced today that its
subsidiary, AdaptHealth LLC (the “Issuer”), has commenced, subject
to market and other conditions, an offering of $550 million
aggregate principal amount of senior notes due 2030 (the “senior
notes”).
The senior notes will be guaranteed by certain of the Issuer’s
current and future subsidiaries, as well as the Issuer’s direct
parent, AdaptHealth Intermediate Holdco LLC, on a senior unsecured
basis.
The senior notes and related guarantees are being offered only
to investors who are reasonably believed to be “qualified
institutional buyers” in reliance on the exemption from
registration set forth in Rule 144A under the Securities Act of
1933, as amended (the “Securities Act”), and outside the United
States to non-U.S. persons in reliance on the exemption from
registration set forth in Regulation S under the Securities Act.
The senior notes and the related guarantees have not been
registered under the Securities Act, or the securities laws of any
state or other jurisdiction, and may not be offered or sold in the
United States without registration or an applicable exemption from
the Securities Act and applicable state securities or blue sky laws
and foreign securities laws.
The Company intends to use the net proceeds from the offering
(i) to repay the outstanding principal amount under the 12%
promissory notes held by affiliates of Assured Investment
Management LLC (f/k/a BlueMountain Capital Management, LLC), (ii)
to repay amounts outstanding under the Company’s revolving credit
facility, (iii) to pay related fees and expenses, and (iv) for
general corporate purposes, which may include future acquisitions
and other business opportunities, corporate expenditures and
working capital.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of senior notes in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction.
About AdaptHealth Corp.
AdaptHealth is a national leader in providing patient-centered,
healthcare-at-home solutions including home medical equipment,
medical supplies, and related services. 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 3.3 million patients annually in all 50 states
through its network of 678 locations in 47 states.
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 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 from time to time. 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/20210810006036/en/
AdaptHealth Corp. Jason Clemens, CFA Chief Financial
Officer (484) 301-6599 jclemens@adapthealth.com
Anton Hie Vice President, Investor Relations (615) 887-4012
anton.hie@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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