Alliance Imaging Inc. to Be Recapitalized.ANAHEIM, Calif.--(BUSINESS WIRE)--Sept. 14, 1999-- Alliance Imaging Inc. (OTC OTC See: Over-the-counter. OTC See over-the-counter market (OTC). BB:SCAN), the nation's largest provider of hospital- based fixed-site and mobile magnetic resonance imaging magnetic resonance imaging (MRI), noninvasive diagnostic technique that uses nuclear magnetic resonance to produce cross-sectional images of organs and other internal body structures. (MRI 1. (application) MRI - Magnetic Resonance Imaging. 2. MRI - Measurement Requirements and Interface. ) and computed tomography Computed tomography (CT scan) X rays are aimed at slices of the body (by rotating equipment) and results are assembled with a computer to give a three-dimensional picture of a structure. (CT) services, Tuesday announced that it has entered into a definitive agreement providing for the merger of Alliance with an affiliate of Kohlberg Kravis Roberts Kohlberg Kravis Roberts & Co (commonly referred to as KKR) is a New York City-based private equity firm that focuses primarily on late-stage leveraged buyouts. It was founded in 1976 by Jerome Kohlberg, Jr., and cousins Henry Kravis and George R. & Co. (KKR KKR Korringa-Kohn-Rostoker (method) KKR Kohlberg, Kravis & Roberts & Co. KKR Kalkara (postal locality, Malta) KKR Kramers-Kronig Relations KKR Komarappa Gounder Ramalingam (hospital in India) ) and for a recapitalization of the company. In the merger, approximately 95 percent of the fully diluted common stock of Alliance (excluding options and warrants) will be retired. The Alliance transaction will be structured as a recapitalization whereby after the transaction, KKR will own approximately 90 percent of the common stock of the new company and existing shareholders will own approximately 10 percent. Alliance's outstanding debt will be repaid in the merger. After payment of the company's debt, redemption of the company's outstanding preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. and payment of transaction expenses, the company's common shareholders will receive approximately $55 per share in cash. The transaction will be subject to customary conditions, including the obtaining of financing and necessary regulatory consents. Holders of a majority of the shares of Alliance have approved the transaction. Following the transaction, senior management of Alliance, including Richard Zehner, chief executive officer, and Vincent Pino, president, will continue to manage the operations of Alliance in their current positions. Salomon Smith Barney acted as financial adviser to the company in the transaction. Alliance Imaging is a leading provider of comprehensive diagnostic imaging and therapeutic services to hospitals and other health-care providers. Services are provided on either a mobile, shared-user basis or a full-time single-user basis. For more information about Alliance Imaging via facsimile, call 800/PRO-INFO and dial client code "SCAN." |
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