AmeriPath, Inc. Announces Preliminary Results For The Fourth Quarter and Fiscal 2002; Planned Merger Proceeds.Business Editors/Health & Medical Writers RIVIERA BEACH Riviera Beach (rəvēr`ə), resort city (1990 pop. 27,639), Palm Beach co., SE Fla., on Lake Worth (a lagoon); inc. 1922. Research and development firms are located in the growing city. , Fla.--(BUSINESS WIRE)--Jan. 29, 2003 AmeriPath, Inc. (Nasdaq:PATH), a leading national provider of cancer diagnostics, genomic, and related information services See Information Systems. , today announced that it expects 2002 net revenues for the year of $479 million. Net revenues for the fourth quarter of 2002 are expected to be $121 million. The Company expects fourth quarter adjusted earnings per share of $0.39. AmeriPath also estimates adjusted earnings per share for the year 2002 will be $1.68. These estimates of adjusted earnings per share for the fourth quarter and for 2002 exclude anticipated merger expenses in connection with AmeriPath's pending acquisition by Amy Acquisition Corp., an affiliate of Welsh, Carson, Anderson & Stowe, and other non-cash charges Non-Cash Charge A charge off, made by a company against earnings, that does not require an initial outlay of cash. Notes: Non-cash charges are typically against the depreciation, amortization, and depletion accounts on a company's balance sheet. which may be taken in the fourth quarter and are still under review. The financial results reported today remain subject to completion of the Company's audit for the year ended December 31, 2002. AmeriPath anticipates announcing its fourth quarter and 2002 year end financial results in late February 2003. James C. New, the Chairman and Chief Executive Officer of AmeriPath, stated, "While our overall performance in the fourth quarter was below our goal, our cash collections in the fourth quarter and for the year were strong. We will continue to focus on the execution of our business plan, while completing financing arrangements and working towards finalizing the Company's pending merger transaction with Amy Acquisition Corp, an affiliate of Welsh, Carson, Anderson & Stowe." The Company also announced that, in connection with the pending merger, it anticipated mailing definitive proxy materials Proxy Materials Documents regulated by the Securities & Exchange Commission in which a public company outlines its methods and procedures. These documents are used to inform shareholders and solicit votes for corporate decisions, such as the election of directors and other in the near future for a shareholder meeting in March 2003. In addition, the Company noted that pursuant to its merger agreement, 28 other potential buyers were contacted after the merger agreement was signed and confidentiality agreements had been executed with six such parties, but no third parties have conducted due diligence Research; analysis; your homework. This term has caught on in all industries, because it sounds so "wired." Who would want to do analysis or research when they can do due diligence. See wired. on the Company and no offers or indications of interest have been received. The Company also noted that it will not comment further on financial results or the pending merger until its 2002 audit is completed and final results are announced and the definitive proxy materials are mailed. AmeriPath is a leading national provider of cancer diagnostics, genomic, and related information services. The company's extensive diagnostics infrastructure includes the Center for Advanced Diagnostics (CAD), a division of AmeriPath. CAD provides specialized diagnostic testing Diagnostic testing Testing performed to determine if someone is affected with a particular disease. Mentioned in: Von Willebrand Disease and information services including Fluorescence fluorescence (fl rĕs`əns), luminescence in which light of a visible color is emitted from a substance under stimulation or excitation by light or other forms of electromagnetic In-Situ
Hybridization hybridization /hy·brid·iza·tion/ (hi?brid-i-za´shun)1. crossbreeding; the act or process of producing hybrids. 2. molecular hybridization 3. (FISH), Flow Cytometry flow cytometry (flōˑ sī·t PCR abbr. polymerase chain reaction Polymerase chain reaction (PCR) (TM), performed pursuant to an agreement with Roche Molecular Systems, Inc.), Molecular Genetics molecular genetics n. The branch of genetics that deals with hereditary transmission and variation on the molecular level. , Cytogenetics cytogenetics /cy·to·ge·net·ics/ (-je-net´iks) the branch of genetics devoted to cellular constituents concerned in heredity, i.e. chromosomes. and HPV HPV human papillomavirus. HPV abbr. human papilloma virus Human papilloma virus (HPV) Typing. Additionally, AmeriPath provides clinical trial and research development support to firms involved in developing new cancer and genomic diagnostics and therapeutics. Welsh Carson is one of the largest private equity firms in the U.S. and the largest in the world focused exclusively on investments in healthcare, information services and communications industries. Since its founding in 1979, Welsh Carson has organized investment partnerships with capital of more than $12 billion. AmeriPath and Welsh Carson previously announced the execution of a definitive merger agreement on December 8, 2002. The merger is expected to be completed prior to April 30, 2003 and is subject to the approval of AmeriPath's shareholders, the closing of financing arrangements as set forth in commitment letters received by Welsh Carson or its affiliates, and other customary conditions. Additional Information And Where To Find It The proposed merger transaction will be submitted to AmeriPath's stockholders for their consideration. AmeriPath will file with the SEC a definitive proxy statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. to be used to solicit its stockholders' approval of the proposed transaction, as well as other relevant documents concerning the proposed transaction. Stockholders of AmeriPath are urged to read the proxy statement regarding the proposed transaction when it becomes available and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they will contain important information. You will be able to obtain a free copy of the proxy statement, as well as other filings containing information about AmeriPath, at the SEC's Internet site (http://www.sec.gov). Copies of the proxy statement and the SEC filings that will be incorporated by reference in the proxy statement can also be obtained, without charge, by directing a request to: Michelle D. Getty, Investor Relations Investor relations The process by which the corporation communicates with its investors. , AmeriPath, Inc., Suite 200, 7289 Garden Road, Riviera Beach, FL 33404, or by telephone at 561-712-6260 or by e-mail to invrel@ameripath.com Participants In The Solicitation AmeriPath and its directors, executive officers and other members of their management and employees may be soliciting proxies from the AmeriPath stockholders in favor of the transaction. Information concerning persons who may be considered participants in the solicitation of AmeriPath's stockholders under the rules of the Commission is set forth in public filings filed by AmeriPath with the Commission and will be set forth in the proxy statement when it is filed with the Commission. The statements contained in this press release may include "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. " within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. Forward-looking statements - which are sometimes identified by words such as "may", "should", "believe", "expect", "anticipate", "estimate" and similar expressions and which include any financial or operating estimates, forecasts or projections - are subject to a number of risks and uncertainties and completion of the Company's audit for 2002, many of which involve factors or circumstances that are beyond the Company's control. These risks and uncertainties could cause actual results to differ materially from results anticipated by forward-looking statements. These risks and uncertainties include the possibility that the merger may not occur due to the failure of the parties to satisfy the conditions set forth therein, such as the inability of Welsh, Carson to obtain financing, the failure of AmeriPath to obtain stockholder approval or the occurrence of events that would have a material adverse effect on AmeriPath as described in the merger agreement. Additional risks and uncertainties relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the Company's operations include: the extent of success of the Company's operating initiatives and growth strategies; ability to manage growth; access to capital on satisfactory terms; general economic conditions; terrorism or an escalation of hostilities or war; competition and changes in competitive factors; federal and state health care regulation (and compliance); reimbursement rates under government and third- party healthcare programs and the payments received under such programs; changes in coding; changes in technology; dependence upon pathologists and customer contracts; the ability to attract, motivate, and retain pathologists; labor, technology and insurance costs; marketing and promotional efforts; the availability of pathology practices in appropriate locations that the Company is able to acquire on suitable terms or develop; and the successful completion and integration of acquisitions (and achievement of planned or expected synergies). The forward-looking statements in this press release are made as of the date hereof based on management's current beliefs and expectations, and the Company undertakes no obligation to update or revise any such statements. Further information regarding risks, uncertainties and other factors that could affect the Company's financial or operating results or that could cause actual results to differ materially from those expected, estimated or anticipated are included in the Company's annual, quarterly, and other reports and filings with the SEC. This release is also available at http://www.ameripath.com |
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