LOUISVILLE, Ky., March 25 /PRNewswire-FirstCall/ -- Almost Family, Inc.
(Nasdaq: AFAM) today announced an agreement to acquire the assets of the
Medicare-certified home health agency owned by Apex Home Healthcare
Services, L.L.C. with operations in Jacksonville and Ormond Beach FL.
Company Comments on Combination
"We are very pleased to welcome the employees, the patients, and all
the operations of Apex to our Company, and we are excited about this
combination of outstanding providers," said William B. Yarmuth, chairman
and chief executive officer of Almost Family. "After getting to know the
founding partners of Apex and seeing what they've been able to accomplish
in their marketplace we knew we wanted them to be a part of Almost Family.
In addition to being an outstanding combination, this also puts us over the
strategic milestone of $150 million in annual revenues."
The Company noted that Apex recently achieved the status of being the
number one market share provider in Jacksonville according to the Medicare
program's "Home Health Compare" at http://www.medicare.gov.
Founded in 2002, Apex operates Medicare-certified home health branches
as well as personal care branches in Jacksonville and Ormond FL currently
serving a daily census of 1,030 patients. Additionally, Apex separately
operates a home care physician practice, and an outpatient rehabilitation
practice business both located in Jacksonville and both of which were also
acquired in this transaction. Ms. Nancy Ralston, CEO and Mr. James Spriggs,
COO, both co- founders of Apex, will join Almost Family as Vice President
of Operations and Vice President of Marketing for the Company's
newly-formed Northeast Florida region. In the twelve months ended December
31, 2007 the Apex home health operations generated revenues of $15.5
million. The balance of the Apex operations generated approximately $0.7
million of revenue in 2007.
Regarding Ms. Ralston and Mr. Spriggs, Yarmuth concluded: "We are very
happy to add Nancy and James to our growing and talented management team.
We look forward to their contributions to the on-going growth of our
Company."
Ms. Ralston and Mr. Spriggs issued the following statement regarding
this combination: "As we built Apex into the Number 1 position in our
current markets, we began looking for a partner that could help us realize
our vision of even more growth for Apex. We knew we had great people and
great programs and felt that with the right partner, we could achieve much
more. We chose Almost Family because of their respect for how we have built
our business here. Not only do they respect the business we have built in
Northeast Florida, but they expect us to grow Apex even more. We couldn't
be any more excited about joining such a vibrant and growing organization
as Almost Family."
Financial Implications
The agreement calls for a total purchase price of $16 million,
consisting of $12 million cash, $3 million in notes payable and $1 million
(or approximately 50,000 shares) of Almost Family common stock
(restricted). The cash portion of the transaction will be funded from
borrowings available on the Company's existing senior credit facility with
JP Morgan Chase Bank, NA. Subject to usual and customary closing
conditions, substantially all of the transaction is expected to close
before the end of March, 2008.
Almost Family, Inc., founded in 1976, is a leading regional provider of
home health nursing services, with branch locations in Florida, Kentucky,
Ohio, Connecticut, Massachusetts, Missouri, Alabama, Illinois and Indiana
(in order of revenue significance). Almost Family, Inc. and its
subsidiaries operate a Medicare-certified segment and a personal care
segment. Altogether, Almost Family operates 78 branch locations in 9 U.S.
states.
All statements, other than statements of historical facts, included in
this news release, including the objectives and expectations of management
for future operating results, the Company's ability to achieve its earnings
expectations with respect to the Apex acquisition, the Company's ability to
achieve expected cost savings net of incremental overhead post-acquisition,
the ultimate outcome of the Company's allocation of purchase price to
amortizable intangible assets, the Company's ability to generate positive
cash flows, and the Company's expectations with regard to market
conditions, are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of forward-looking terminology such
as "may," "will," "expect," "believe," estimate," "project," anticipate,"
"continue," or similar terms, variations of those terms or the negative of
those terms. These forward- looking statements are based on the Company's
current plans, expectations and projections about future events.
Because forward-looking statements involve risks and uncertainties, the
Company's actual results could differ materially from any future results,
performance or achievements expressed or implied by such forward-looking
statements. The potential risks and uncertainties which could cause actual
results to differ materially include: regulatory approvals or third party
consents may not be obtained; the impact of further changes in healthcare
reimbursement systems, including the ultimate outcome of potential changes
to Medicare reimbursement for home health services and to Medicaid
reimbursement due to state budget shortfalls; the ability of the Company to
maintain its level of operating performance and achieve its cost control
objectives; changes in our relationships with referral sources; the ability
of the Company to integrate acquired operations; government regulation;
health care reform; pricing pressures from Medicare, Medicaid and other
third-party payers; changes in laws and interpretations of laws relating to
the healthcare industry; and the Company's self-insurance risks. For a more
complete discussion regarding these and other factors which could affect
the Company's financial performance, refer to the Company's various filings
with the Securities and Exchange Commission, including its filing on Form
10-K for the year ended December 31, 2007, in particular information under
the headings "Special Caution Regarding Forward-Looking Statements" and
"Risk Factors." The Company undertakes no obligation to update or revise
its forward-looking statements.
SOURCE Almost Family, Inc.
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Related links:
http://www.almost-family.com
http://www.medicare.gov
http://www.prnewswire.com/comp/784275.html /
CONTACT:
William Yarmuth or Steve Guenthner,
+1-502-891-1000, both for Almost Family, Inc.
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