Davita Announces Final Results Of Self-Tender Offer

“DaVita,” a Fortune 500® health care provider focused on transforming care delivery to improve quality of life for patients around the globe and the largest provider of kidney care services in the U.S., announced today the final results of its modified “Dutch auction” tender offer for up to $1.2 billion of its common stock at a price per share not less than $53.50 and not more than $61.50, which expired at 12:00 midnight, New York City time, at the end of the day on August 16, 2019.

Based on the final count by the depositary for the tender offer, a total of 21,801,975 shares of the Company’s common stock were validly tendered and not validly withdrawn at or below the price of $56.50 per share. The Company accepted all of these shares for purchase at the purchase price of $56.50 per share, for a total cost of $1,231,811,587.50, excluding fees and expenses related to the tender offer, but including 563,037 shares that the Company accepted for repurchase in accordance with Rule 13e-4(f) of the Securities Exchange Act of 1934, as amended, which allows the Company to accept an additional number of shares not to exceed 2.0% of its outstanding shares of common stock. The total of 21,801,975 shares accepted for payment represents approximately 13.6% of the Company’s total outstanding common stock as of August 21, 2019. The depositary for the tender offer will promptly pay for the shares accepted for purchase pursuant to the tender offer. Payment for shares purchased will be made in cash, without interest, but subject to applicable withholding taxes.

As previously announced, on August 12, 2019, the Company entered into a new $5.5 billion senior secured credit agreement with the guarantors party thereto, the several banks and other financial institutions or entities party thereto, and Wells Fargo Bank, National Association, as administrative and collateral agent (the “New Credit Agreement”).  The New Credit Agreement consists of a five-year secured revolving loan facility in an aggregate amount of $1.0 billion, a five-year secured term loan A facility with a delayed draw feature in an aggregate amount of $1.75 billion and a seven-year secured term loan B facility in an aggregate amount of $2.75 billion. The Company expects to fund the purchase of shares in the tender offer with borrowings under the New Credit Agreement.

The dealer manager for the tender offer was Credit Suisse Securities (USA) LLC. Georgeson LLC served as the information agent for the tender offer and Computershare served as the depositary for the tender offer. – PR Newswire

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