TeamHealth Announces Exercise of Over-Allotment Option for Previously Announced Initial Public Offering
Increased Amount of Total Debt to be Redeemed
Successful Completion of Amendments to Senior Credit Agreement and Indenture Covering 11.25% Senior Subordinated Notes
KNOXVILLE, Tenn., Jan. 11 /PRNewswire-FirstCall/ -- TeamHealth Holdings, Inc. ("TeamHealth") (NYSE: TMH) today announced that the underwriters of its recent initial public offering of common stock exercised in full their over-allotment option to purchase an additional 1,995,000 shares of common stock from the Company at the previously announced price of $12.00 per share. TeamHealth intends to use the additional net proceeds of approximately $22.5 million to redeem, on a pro rata basis, approximately $20.6 million aggregate principal amount of its outstanding 11.25% Senior Subordinated Notes due in 2013 (the "Notes").
BofA Merrill Lynch; Goldman, Sachs & Co.; Barclays Capital and Citi acted as joint book-running managers for the offering. Credit Suisse, Deutsche Bank Securities, UBS Investment Bank, Morgan Keegan & Company, Inc. and Stephens Inc. were the co-managers of the offering.
TeamHealth previously announced a pro rata redemption of approximately $136.9 million of Notes. Two separate notices of redemption reflecting the $136.9 million redemption and the $20.6 million redemption have been sent to all registered holders of the Notes by the Notes trustee, The Bank of New York Mellon Trust Company, N.A.
TeamHealth will redeem Notes held by noteholders on a pro rata basis at a redemption price of 107.000% of the principal amount, plus accrued and unpaid interest, to the applicable redemption dates. TeamHealth intends to consummate the initial $136.9 million redemption on January 25, 2010, and the additional $20.6 million redemption on February 12, 2010.
In addition, TeamHealth also announced the successful completion of an amendment to Team Finance, LLC's ("Team Finances") senior secured credit agreement, effective on December 22, 2009, and that it entered into a new supplemental indenture relating to the Notes. Pursuant to the supplemental indenture, effective December 23, 2009, TeamHealth became a guarantor of Notes to streamline TeamHealth's reporting obligations going forward. The amendment to Team Finance's senior secured credit agreement provides Team Finance additional flexibility under certain of its covenants, including permitting it to make additional investments, loans and advances, to make additional repayments of its senior subordinated notes, and to incur additional earn-out obligations in connection with permitted acquisitions. In addition, lenders holding $125.0 million of commitments in the aggregate under the revolving credit facility agreed to extend the maturity date of their commitments to August 23, 2012.
Under no circumstances shall this press release constitute an offer to buy or the solicitation of an offer to sell the Notes or any other securities of TeamHealth.
TeamHealth (Knoxville, Tenn.) (NYSE: TMH) was founded in 1979 and has become one of the largest suppliers of outsourced healthcare professional staffing and administrative services to hospitals and other healthcare providers in the United States. Through its seven principal service lines located in 13 regional sites, TeamHealth's more than 6,200 affiliated healthcare professionals provide emergency medicine, hospital medicine, anesthesia, teleradiology, urgent care, and pediatric staffing and management services to more than 560 civilian and military hospitals, clinics, and physician groups in 48 states. For more information about TeamHealth, visit www.teamhealth.com.
Forward Looking Statements
Statements and information contained herein that are not historical facts and that reflect the current view of Team Health Holdings, Inc. (the "Company") about future events and financial performance are hereby identified as "forward looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Some of these statements can be identified by terms and phrases such as "anticipate," "believe," "intend," "estimate," "expect," "continue," "could," "should," "may," "plan," "project," "predict" and similar expressions. The Company cautions that such "forward looking statements," including without limitation, those relating to the Company's future business prospects, revenue, working capital, professional liability expense, liquidity, capital needs, interest costs and income, wherever they occur in this or in other statements attributable to the Company, are necessarily estimates reflecting the judgment of the Company's senior management and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the "forward looking statements." Factors that could cause our actual results to differ materially from those expressed or implied in such forward-looking statements include but are not limited to current or future government regulation of the healthcare industry, exposure to professional liability lawsuits and governmental agency investigations, the adequacy of insurance coverage and insurance reserves, as well as those factors detailed from time to time in the Company's filings with the Securities and Exchange Commission. The Company disclaims any intent or obligation to update "forward looking statements" herein to reflect changed assumptions, the occurrence of unanticipated events, or changes to future operating results over time.
SOURCE TeamHealth Holdings, Inc.
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