LifePoint shareholders approve RCCH deal, nix golden parachutes

(Updated at 6 p.m. ET)

LifePoint Health's shareholders on Monday approved the proposed sale of the rural hospital operator to affiliates of the private equity firm Apollo Global Management, but overwhelmingly against giving generous golden parachutes to four top executives.

Shareholders who collectively own almost 100% of Brentwood, Tenn.-based LifePoint's common stock voted in favor of the Apollo sale, in which the private equity firm would merge investor-owned LifePoint with fellow rural hospital operator RCCH HealthCare Partners, according to a Securities and Exchange Commission filing posted Monday afternoon. The owners of nearly all 34 million shares represented at Monday's special meeting voted in favor of the deal.

But shareholders representing about 83% of shares represented at the meeting, or 28.3 million shares, voted against the company's golden parachute compensation proposal, which would have resulted in almost $120 million in golden parachutes to four executives if the proposed sale to Apollo went through. Shareholders owning another 5.6 million shares voted in favor of the proposal, while shareholders with nearly 79,000 shares abstained from voting on the proposal.

The golden parachute proposal would have applied to outgoing CEO Bill Carpenter, Chief Operating Officer David Dill, Chief Financial Officer Michael Coggin and Chief Administrative Officer John Bumpus. Carpenter plans to retire upon the merger's completion, and the company announced he will be replaced by Dill.

LifePoint said it expects to close the Apollo deal by year-end, pending closing conditions. The deal would create an 84-hospital chain with combined revenue of $8 billion.

At the deal's close, Apollo would pay LifePoint shareholders $65 per share in cash, resulting in a $5.6 billion purchase price, including $2.9 billion in net debt and minority interest.

LifePoint on Friday reported flat same-facility admissions in the third quarter. The company's revenue came in at just under $1.6 billion, down 1.2% compared with the third quarter of 2017 and just beating analysts' expectations.