DENVER, April 21, 2015 /PRNewswire/ -- DaVita HealthCare
Partners Inc. (NYSE: DVA) (the "Company") today announced the
closing of its previously announced tender offer to purchase for
cash (the "Tender Offer") any and all of its outstanding 6 5/8%
Senior Notes due 2020 (the "2020 Notes"). The Tender Offer expired
at 5:00 p.m., Eastern Time, on
April 20, 2015 (the "Expiration
Time"). At the Expiration Time, valid tenders had been received
with respect to approximately $599.6
million of the $775 million
aggregate principal amount of the 2020 Notes outstanding.
The Company has accepted for payment all 2020 Notes validly
tendered prior to the Expiration Time pursuant to the Tender Offer.
On April 21, 2015, such tendering
holders will receive the purchase price in the amount of
$1,053.19 for each $1,000 principal amount of 2020 Notes tendered,
plus accrued and unpaid interest to, but not including, the date
hereof. In addition, the Company will accept any additional 2020
Notes properly tendered by means of the guaranteed delivery
procedures provided. In accordance with the indenture, on
April 20, 2015, the Company issued an
irrevocable notice of redemption with respect to all outstanding
2020 Notes that were not tendered in the Tender Offer. The
redemption date is May 20, 2015.
About DaVita HealthCare Partners
DaVita HealthCare Partners Inc., a Fortune 500® company, is the
parent company of DaVita Kidney Care
and HealthCare Partners. DaVita Kidney
Care is a leading provider of kidney care in the United States, delivering dialysis
services to patients with chronic kidney failure and end stage
renal disease. As of Dec. 31, 2014,
DaVita Kidney Care operated or
provided administrative services at 2,179 outpatient dialysis
centers located in the United
States serving approximately 173,000 patients. The Company
also operated 91 outpatient dialysis centers located in 10
countries outside the United
States. HealthCare Partners manages and operates medical
groups and affiliated physician networks in Arizona, California, Nevada, New
Mexico, and Florida in its
pursuit to deliver excellent-quality health care in a dignified and
compassionate manner. As of Dec. 31,
2014, HealthCare Partners provided integrated care
management for approximately 837,000 patients.
DaVita HealthCare Partners Inc. engaged BofA Merrill Lynch as
the Dealer Manager. Questions regarding the Tender Offer may be
directed to BofA Merrill Lynch at (888) 292‑0070 (toll-free)
or (980) 388‑3646 (collect).
This announcement shall not constitute an offer to sell or
the solicitation of an offer to buy any debt securities.
This release contains forward-looking statements, including
statements related to anticipated refinancing transactions.
Factors that could impact future results include the uncertainties
associated with the risk factors set forth in our SEC filings,
including our annual report on Form 10-K for the year ended
December 31, 2014, our subsequent
quarterly reports and our current reports on Form 8-K. The
forward-looking statements should be considered in light of these
risks and uncertainties.
These risks and uncertainties include, but are not limited
to, and are qualified in their entirety by reference to the full
text of those risk factors in our SEC filings relating to:
- risks resulting from the concentration of profits generated
by higher-paying commercial payor plans for which there is
continued downward pressure on average realized payment rates, and
a reduction in the number of patients under such plans, which may
result in the loss of revenues or patients,
- a reduction in government payment rates under the Medicare
End Stage Renal Disease program or other government-based
programs,
- the impact of the Center for Medicare and Medicaid Services
2015 Medicare Advantage benchmark structure,
- risks arising from potential federal and/or state
legislation that could have an adverse effect on our operations and
profitability,
- changes in pharmaceutical or anemia management practice
patterns, payment policies, or pharmaceutical pricing,
- legal compliance risks, including the Company's continued
compliance with complex government regulations, compliance with the
provisions of our current corporate integrity agreement, and
current or potential investigations by various government entities
and related government or private-party proceedings, and
restrictions on the Company's business and operations required by a
corporate integrity agreement and other settlement terms, and the
financial impact thereof,
- continued increased competition from large and medium-sized
dialysis providers that compete directly with the Company,
- the Company's ability to maintain contracts with physician
medical directors, changing affiliation models for physicians, and
the emergence of new models of care introduced by the government or
private sector that may erode the Company's patient base and
reimbursement rates such as accountable care organizations,
independent practice associations and integrated delivery
systems, or to businesses outside of dialysis and HealthCare
Partners' ("HCP") business,
- the Company's ability to complete acquisitions, mergers or
dispositions that the Company might be considering or announce, or
to integrate and successfully operate any business the Company may
acquire or have acquired, including HCP, or to expand the Company's
operations and services to markets outside the U.S.,
- variability of the Company's cash flows,
- the risk that the Company might invest material amounts of
capital and incur significant costs in connection with the growth
and development of the Company's international operations,
yet the Company might not be able to operate them profitably
anytime soon, if at all,
- risks arising from the use of accounting estimates,
judgments and interpretations in our financial statements,
- loss of key HCP employees, potential disruption from the HCP
transaction making it more difficult to maintain business and
operational relationships with customers, partners, associated
physicians and physician groups, hospitals and others,
- the risk that laws regulating the corporate practice of
medicine could restrict the manner in which HCP conducts its
business,
- the risk that the cost of providing services under HCP's
agreements may exceed the Company's compensation,
- the risk that reductions in reimbursement rates, including
Medicare Advantage rates, and future regulations may negatively
impact HCP's business, revenue and profitability,
- the risk that HCP may not be able to successfully establish
a presence in new geographic regions or successfully address
competitive threats that could reduce its profitability,
- the risk that a disruption in HCP's healthcare provider
networks could have an adverse effect on HCP's business operations
and profitability,
- the risk that reductions in the quality ratings of health
maintenance organization plan customers of HCP could have an
adverse effect on HCP's business, and
- the risk that health plans that acquire health maintenance
organizations may not be willing to contract with HCP or may be
willing to contract only on less favorable terms.
We base our forward-looking statements on information
currently available to us at the time of this release, and we
undertake no obligation to update or revise any forward-looking
statements, whether as a result of changes in underlying factors,
new information, future events or otherwise.
Contact Information
Investors:
Jim Gustafson
(310) 536-2585
Jim.Gustafson@DaVita.com
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