Ardent Health Services Finalizes Sale of Behavioral Health Division to Psychiatric Solutions Inc.

NASHVILLE, Tenn. -- Ardent Health Services announced that it has completed the sale of its behavioral hospitals to Psychiatric Solutions Inc., (NASDAQ: PSYS) in a transaction valued at $560 million. Under the terms of the agreement, the total consideration of $560 million will consist of $500 million in cash and $60 million in Psychiatric Solutions stock.

"With the sale of the behavioral hospitals complete, Ardent is better positioned financially and operationally to seek, acquire and operate major medical/surgical hospitals and partner with not-for-profit systems across the U.S.," said David T. Vandewater, president and chief executive officer of Ardent Health Services.

A portion of the proceeds from the transaction was used by the company to purchase $224.97 million aggregate principal amount of its 10% Senior Subordinated Notes due 2013 (the "Notes") pursuant to the terms of an ongoing cash tender offer by the company for the Notes. The $30,000 aggregate principal amount of the Notes remaining outstanding will be redeemed if they are not tendered pursuant to the cash tender offer. Any such redemption will be funded by Psychiatric Solutions. The proceeds were also used to repay $297.5 million of outstanding bank debt concurrently with the amendment and restatement of the company's senior secured credit facility. The company will use the remaining net proceeds from the transaction to repay other indebtedness and for general corporate purposes, including expanding the company's cardiovascular services at its health systems in Albuquerque, N.M. and Tulsa, Okla.

Ardent will continue to operate its 15 medical/surgical hospitals in Albuquerque, Tulsa and Baton Rouge, La., generating approximately $1.7 billion in total revenue.

Forward Looking Statement:

This release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 which are intended to be covered by the safe harbors created under that Act. These statements are based on the company's current estimates and expectations. Forward-looking statements may include words, such as "may," "will," "plans," "estimates," "anticipates," "believes," "expects," "intends" and similar expressions. These forward-looking statements are subject to various factors, risks and uncertainties that could cause actual outcomes and results to be materially different from those projected or assumed. These factors, risks and uncertainties include, without limitation, the timing and results of the ongoing internal investigation being conducted by the Audit Committee; the ultimate impact and consequences arising from the restatement of the company's previously filed financial statements, the geographic concentration of our operations, particularly in Albuquerque, New Mexico and Tulsa, Oklahoma; possible changes in the Medicare and Medicaid programs that may limit reimbursement to health care providers and insurers; a possible reduction of profitability of our health plan caused by lower enrollment; our failure to maintain satisfactory relationships with providers or our ability to effectively price our health care premiums or manage medical costs; the availability, cost and terms of malpractice insurance coverage; claims and legal actions relating to professional liabilities or other matters exceeding the scope of our liability coverage; the highly competitive nature of the health care business, including the competition to recruit and retain physicians and other health care personnel and the ability to retain qualified management; the potential adverse impact of government investigations or "qui tam" lawsuits brought under the False Claims Act or other whistleblower statutes; our ability to integrate newly acquired facilities and improve their operations and realize the anticipated benefits of the acquisitions; our ability to acquire hospitals that meet our target criteria; our ability to manage and integrate our information systems effectively; any reduction in payments to health care providers by government and commercial third-party payers, as well as cost-containment efforts of insurers and other payers; uncertainty associated with compliance with HIPAA and other privacy laws and regulations; the restrictions and covenants in our credit facility and debt instruments and the potential lack of adequate alternative financing; changes in, or violations of, federal, state or local regulation affecting the health care industry; the possible enactment of Federal or state health care reform; changes in general economic conditions and those factors, risks and uncertainties described in the Annual Report on Form 10-K under the caption "Risk Factors" and from time to time in our filings with the Securities and Exchange Commission (the "SEC").

We can give no assurance that the forward-looking statements included in this release will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, you should not regard the inclusion of such information as a representation by us or any other person that our objectives and plans will be achieved. We undertake no obligation to publicly release any revisions to any forward-looking statements contained in this release.