Naples-based Health Management Associates (HMA) announced it will be acquired by Tennessee-based Community Health Systems Inc.
HMA owns and operates Lehigh Regional Medical Center in Lehigh Acres.
“I truly believe we have found the right partner, and this transaction will benefit the great communities we serve,” HMA Chairman William Schoen said during a conference call with Wall Street analysts.
Schoen said he and Wayne Smith, chairman and chief executive officer of Community Health Systems, began talking about a possible deal in late 2012. During the conference call, Smith said HMA brings a “very attractive portfolio,” and a presentation indicated Florida will be one of the merged company’s largest markets.
“HMA’s geographical footprint is very complimentary to ours,” Smith said
Community Health Systems would own or operate 206 hospitals in 29 states with a total bed count of more than 31,000 as a result of the merger. HMA owns 71 hospitals. The transaction is expected to conclude in March 2014, if approved by shareholders.
HMA is under investigation by regulators over its admission practices and is entangled in a takeover attempt by the hedge fund Glenview Capital Management.
The merger agreement was unanimously approved by the CHS board of directors. HMA’s board also unanimously approved the agreement and recommends that its stockholders approve the merger.
Under the terms of the agreement, CHS will acquire all of the issued and outstanding common stock of HMA for a combination of cash and CHS stock currently valued at $13.78 per HMA share, based on CHS’ closing stock price as of July 29, and consisting of $10.50 per share in cash plus 0.06942 of a share of CHS common stock for each HMA share. HMA shareholders will own about 16 percent of the shares of the combined company following the close of the transaction.
Currently happy shareholders want to stop the sale of a troubled Naples-based hospital operator.
According to a press release by Milberg LLP, Milberg announced that class action lawsuits was filed on behalf of all purchasers of Health Management Associates, Inc. (NYSE: HMA) common stock between July 27, 2009 and January 9, 2012 (“Class Period”), in the Middle District of Florida. Case read here
Milberg LLP is investigating potential claims against the board of directors of Health Management Associates Inc. (“HMA” or the “Company”) concerning possible breaches of fiduciary duty and other violations of law related to the Company’s efforts to sell the Company to Community Health Systems, Inc. in a transaction valued at $7.6 billion, including the assumption of approximately $3.7 billion of debt.
The purchase transaction is expected to close by the end of the first quarter of 2014 and is subject to approval by a 70 percent vote of HMA’s stockholders, antitrust clearance, receipt of other regulatory approvals, the absence of certain adverse developments, and customary closing conditions. The transaction is not subject to a financing condition. CHS has received financing commitments from BofA Merrill Lynch, Credit Suisse, and certain of their affiliates.