Long-term-care provider Beverly Enterprises, Fort Smith, Ark., reached a definitive agreement to merge with a new company created for the $1.9 billion deal. The company, North American Senior Care, involves the same parties that took Mariner Health Care, Atlanta, private for $1 billion in 2004, Beverly said in a news release.
At deadline, Beverly officials were not available for comment, and it was not known if the new company would include Mariner facilities. Leonard Grunstein, a New York-based lawyer who represents North American Senior Care, did not immediately return a call for comment. Grunstein also represented the company that took Mariner private.
Beverly said North American Senior Care may back out of the agreement until Aug. 23. Both Beverly shareholders and regulators must approve the deal, which is expected to close early next year.
William Floyd, chairman and chief executive officer of Beverly, told employees that there had been discussion about retaining "key members" of management but no agreements had been reached. A copy of Floyd's comments to employees was included in a Beverly filing with the Securities and Exchange Commission. The company's headquarters won't move, Floyd said.
Beverly announced in March that it would auction the company after its board rejected a $1.53 billion hostile takeover attempt led by Formation Capital, Alpharetta, Ga. As of July 31, Beverly operated 345 skilled-nursing facilities, 18 assisted-living centers, and 64 hospice and home-care centers. Mariner, at the time it went private, operated more than 250 skilled-nursing facilities.