KING OF PRUSSIA, Pa.,
Nov. 15, 2010 /PRNewswire-FirstCall/
-- Universal Health Services, Inc. (NYSE: UHS) ("UHS") announced
today that it has completed its previously announced acquisition of
Psychiatric Solutions, Inc. (Nasdaq: PSYS) ("PSI").
UHS's strategic acquisition of PSI brings together two highly
complementary companies to create a premier facilities-based
behavioral healthcare provider. UHS owns or operates 25 acute
care hospitals and 102 behavioral healthcare facilities and schools
in 32 states, Washington, D.C. and
Puerto Rico. PSI is the
largest standalone operator of freestanding psychiatric inpatient
facilities with 94 facilities in 32 states, Puerto Rico, and the U.S. Virgin Islands.
"This transformative transaction is compelling for patients,
employees and stakeholders of both companies as it establishes an
industry leader with the scale and scope to impact mental health
issues at the national level. The new combined company looks
forward to exceeding expectations by continuing to provide the
quality treatment services that have kept UHS in the forefront of
the healthcare industry over the years," said Alan B. Miller, Chief Executive Officer and
Chairman of the Board of UHS.
The transaction is expected to generate approximately
$35 to $45 million in annual cost
synergies within three years, with the majority occurring in years
one and two. Excluding one-time costs related to the
transaction, the acquisition of PSI is expected to be significantly
accretive to UHS's earnings per share.
In connection with its receipt of antitrust clearance for the
transaction, UHS has agreed to divest a PSI facility in
Delaware (MeadowWood Behavioral
Health), two PSI facilities in Las Vegas,
Nevada (Montevisa Hospital and Red Rock Behavioral Health
Hospital) and a UHS facility in Puerto
Rico (Hospital San Juan Capestrano). The combined
revenues of these facilities for the nine-month period ended
September 30, 2010 and the twelve-month period ended
December 31, 2009 was approximately
$52.25 million and $64.5 million, respectively. Under the
terms of its agreement with the Federal Trade Commission (the
"FTC"), UHS is required to divest the facilities in Delaware and Las
Vegas within approximately six months, and the facility in
Puerto Rico within approximately
nine months. The agreements UHS has entered into with the
FTC, including a Decision and Order and an Order to Hold Separate
and Maintain Assets, are publicly available on the FTC's website at
www.ftc.gov.
The paying agent for the transaction, StockTrans, will
distribute a letter of transmittal to PSI shareholders with
instructions on how they may receive the merger consideration.
Questions regarding how to surrender stock certificates, or to
request copies of the letter of transmittal, should be directed to
StockTrans by phone at (800) 733-1121 or by mail at StockTrans, 44
West Lancaster Avenue, Ardmore, PA
19003.
J.P. Morgan Securities Inc. acted as financial advisor to UHS.
Cravath, Swaine & Moore LLP acted as legal advisor to
UHS.
About Universal Health Services, Inc.
UHS is one of the nation's largest and most respected hospital
companies operating acute care hospitals, behavioral healthcare
facilities and ambulatory centers throughout the United States, Puerto Rico and the U.S. Virgin Islands. UHS acts as the advisor
to Universal Health Realty Income Trust, a real estate investment
trust (NYSE: UHT). For additional information on UHS, visit
its web site: http://www.uhsinc.com.
Forward-Looking Statements
This press release contains "forward-looking statements".
Forward-looking statements may be identified by words such as
"expects", "anticipates", "intends", "plans", "believes", "seeks",
"estimates", "will" or words of similar meaning and include, but
are not limited to, statements about the realization of cost
synergies, completion of required divestitures and future financial
results of UHS. These statements are based on the current
expectations of UHS and are inherently subject to uncertainties and
changes in circumstances. UHS undertakes no obligation to
revise or update any forward-looking statements, or to make any
other forward-looking statements, whether as a result of new
information, future events or otherwise. Please refer to
UHS's filings with the SEC, including its most recent Annual Report
on Form 10-K, for more information on additional risks that could
cause actual results to differ from the forward-looking statements
made herein.
SOURCE Universal Health Services, Inc.