Agiliti, Inc. Announces Increase of Purchase Price in Cash Tender Offer for Its Warrants and Extension of Expiration Date
MINNEAPOLIS--(BUSINESS WIRE)--Agiliti, Inc. (“Agiliti”) today announced that it is increasing the purchase price of its previously announced cash tender offer to purchase all of its outstanding warrants (the “Offer”) from $0.40 per warrant, in cash, without interest, to $0.95 per warrant, in cash, without interest, and it is extending the expiration date of the Offer to 12:00 midnight, Eastern Time, at the end of the day on Friday, May 3, 2019, unless extended or earlier terminated by Agiliti.
Agiliti also announced that a holder of approximately 2.85 million warrants, representing approximately 12.4% of the public warrants, has entered into a support agreement with Agiliti, pursuant to which such holder has agreed to tender or cause to be tendered all such warrants in the Offer at the increased purchase price of $0.95 per warrant.
The purpose of the Offer is to provide the holders of the warrants who do not wish to retain their warrants, the opportunity to obtain liquidity for their warrants. The obligation of Agiliti to complete the Offer is conditioned on the satisfaction of certain customary conditions, but it is not conditioned on the tender of a minimum amount of warrants. Except as described in this press release, the terms and conditions of the Offer remain the same as set forth in the written offer to purchase, dated March 25, 2019 (the “Offer to Purchase”).
Holders of Agiliti warrants who have already tendered their Agiliti warrants into the Offer do not have to re-tender their Agiliti warrants or take any other action in order to be subject to the changes in the terms and conditions of the Offer, and will receive the increased purchase price for their warrants after the extended expiration date of the Offer. Tendered warrants may be withdrawn by holders at any time prior to the extended expiration date. The depositary for the Offer has informed Agiliti that, as of 12:00 midnight, Eastern Time, at the end of day, on April 18, 2019, 18,709 warrants had been validly tendered and not properly withdrawn. The tendered warrants represent less than one percent of all outstanding warrants.
Agiliti has engaged Cowen as the dealer manager for the Offer. All questions or requests for assistance concerning the terms of the Offer may be directed to Cowen at 1-877-269-3652. Morrow Sodali LLC has been appointed as the information agent for the Offer. All questions concerning tender procedures and requests for additional copies of the offer materials, including the letter of transmittal and the notice of guaranteed delivery should be directed to Morrow Sodali LLC at 1-800-662-5200. The depositary for the Offer is Continental Stock Transfer & Trust Company.
This press release is not an offer to purchase nor a solicitation of an offer to sell any Agiliti warrants. The offer to purchase and the solicitation of offers to sell are only being made pursuant to the Offer to Purchase, as amended by Amendment No. 1 thereto and the related letter of transmittal and other offer materials. The Offer to Purchase, as amended, including the related letter of transmittal and other offer materials, should be read carefully and considered before any decision is made with respect to the Offer. These materials are being distributed free of charge to all Agiliti warrant holders. Agiliti warrant holders are urged to read the Offer to Purchase, as amended, and the other relevant materials before making any investment decision with respect to the Offer because they contain important information, including the various terms of, and conditions to, the Offer. None of Agiliti, any of its management or its board of directors, or the information agent, the depositary or the dealer manager or any other person makes any recommendation on whether Agiliti warrant holders should tender or refrain from tendering all or any portion of their warrants, and no one has been authorized by any of them to make such a recommendation.
Agiliti is a leading nationwide provider of end-to-end healthcare technology management and service solutions to the healthcare industry. Agiliti owns or manages more than 850,000 units of medical equipment for approximately 7,000 national, regional and local acute care hospitals and alternate site providers across the U.S. For more than 75 years, Agiliti has delivered medical equipment management and service solutions that help clients reduce costs, increase operating efficiencies, improve caregiver satisfaction and support optimal patient outcomes.
This press release contains “forward-looking statements,” as defined by federal securities laws, including statements regarding the expected timing of the Offer. Forward-looking statements reflect Agiliti’s current expectations and projections about future events at the time, and thus involve uncertainty and risk. The words “believe,” “expect,” “anticipate,” “will,” “could,” “would,” “should,” “may,” “plan,” “estimate,” “intend,” “predict,” “potential,” “continue,” and the negatives of these words and other similar expressions generally identify forward looking statements. Such forward-looking statements are subject to various risks and uncertainties, including those described under the section entitled “Risk Factors” in Agiliti’s Annual Report on Form 10-K for the year ended December 31, 2018, which is accessible on the SEC’s website at www.sec.gov and in the Offer to Purchase delivered to the Agiliti warrant holders. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this release and in Agiliti’s filings with the SEC. While forward-looking statements reflect Agiliti’s good faith beliefs, they are not guarantees of future performance. Agiliti disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, new information, data or methods, future events or other changes after the date of this press release, except as required by applicable law. You should not place undue reliance on any forward-looking statements, which are based only on information currently available to Agiliti (or to third parties making the forward-looking statements).
Chief Financial Offer
Vice President, Corporate Communication and Investor Relations