By Jennifer Chiou
New York, July 2 - Manor Care, Inc. said its board approved a transaction with the Carlyle Group to take the company private in an all-cash transaction valued at $6.3 billion.
Under terms of the agreement, at the close of the transaction, Manor Care shareholders will receive $67.00 in cash for each share of common stock owned.
This represents a 20% premium to Manor Care's closing stock price of $55.75 on April 10, prior to the company's April 11 announcement that it would evaluate strategic alternatives.
"This transaction affords a significant cash premium to our shareholders while allowing the company to continue its strategic direction and commitment to quality care," Manor Care chief executive officer, chairman and president Paul A. Ormond said in a news release.
Completion of the transaction is contingent on approval by the company's shareholders, receipt of necessary regulatory approvals and fulfillment of other usual and customary closing conditions.
Manor Care said it anticipates the closing to occur in the fourth quarter, adding that the transaction will be financed through a combination of commercial mortgage-backed securities, other debt financing and equity provided by Carlyle.
Manor Care is a Toledo, Ohio-based provider of short-term post-acute and long-term health care.
| Acquirer: | The Carlyle Group
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| Target: | Manor Care, Inc.
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| Transaction total: | $6.3 billion
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| Price per share: | $67.00
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| Announcement date: | July 2
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| Expected closing: | Fourth quarter 2007
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| Stock price for target: | NYSE: HCR: $65.29 on June 29
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