EDINA, Minn.–(BUSINESS WIRE)–Universal Hospital Services, Inc. (“UHS”) announced today the pricing of the previously announced private offering by UHS Merger Sub, Inc. of $460 million in aggregate principal amount of senior secured notes, consisting of $230 million aggregate principal amount of second lien senior secured floating rate notes due 2015 (the “floating rate notes”) and $230 million aggregate principal amount of second lien senior secured PIK toggle notes due 2015 (the “PIK toggle notes,” and together with the floating rate notes, the “notes”).
The floating rate notes will pay interest semi-annually at a rate per annum, reset semi-annually, equal to LIBOR plus 3.375%. The PIK toggle notes will pay interest semi-annually at a rate per annum of 8.50% if interest is paid in cash or 9.25% on any amount of interest paid in additional PIK toggle notes. The notes will mature on June 1, 2015, and will be secured by a second priority lien on substantially all of the assets of UHS that will secure its new first priority senior secured credit facility.
The notes will be issued by UHS Merger Sub, Inc., a subsidiary of UHS Holdco, Inc. (“Holdco”), as part of the financing that will be used to consummate the acquisition of UHS by Holdco, an affiliate of Bear Stearns Merchant Banking. The issuer of the notes has been formed solely for the purpose of completing the acquisition and, concurrently with the closing of the offering, will be merged with and into UHS which will be the surviving corporation and will assume all of the obligations under the notes and related indenture. The offering is conditioned upon the consummation of the acquisition of UHS. The sale of the notes and the acquisition are expected to close on May 31, 2007, subject to certain closing conditions.
The notes will be offered in the United States to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and outside the United States in reliance on Regulation S under the Securities Act. The notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
This news release is neither an offer to sell nor the solicitation of an offer to buy the notes or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which, or to any person to whom, such an offer, solicitation or sale is unlawful. Any offers of the notes will be made only by means of a private offering memorandum.
Statements in this news release other than historical facts are “forward-looking statements.” These forward-looking statements are based on forecasts and projections about the industries served by the company and about general economic conditions. They reflect management’s beliefs and expectations. They are not guarantees of future performance and they involve risk and uncertainty. The company’s actual results may differ materially from these expectations. Some of the factors that could cause actual results to differ from expectations include general economic and market conditions and other factors beyond the company’s control.
The forward-looking statements contained in this news release include statements related to the completion of the notes offering. The offering is subject to the consummation of the acquisition of UHS and to market and other customary conditions, and there can be no assurance that the sale of the notes will ultimately be consummated as described or at all. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this news release.
About Universal Hospital Services, Inc.
Universal Hospital Services, Inc. is a leading medical equipment lifecycle services company with more than 75 offices serving customers in all 50 states and the District of Columbia.
Universal Hospital Services, Inc.
Gary D. Blackford, 952-893-3250
President and Chief Executive Officer
Rex T. Clevenger, 952-893-3254
Senior Vice President and Chief Financial Officer