LOUISVILLE, Ky., March 25 Almost Family, Inc.(Nasdaq: AFAM) today announced an agreement to acquire the assets of theMedicare-certified home health agency owned by Apex Home Healthcare Services,L.L.C. with operations in Jacksonville and Ormond Beach FL.
Company Comments on Combination
"We are very pleased to welcome the employees, the patients, and all theoperations of Apex to our Company, and we are excited about this combinationof outstanding providers," said William B. Yarmuth, chairman and chiefexecutive officer of Almost Family. "After getting to know the foundingpartners of Apex and seeing what they've been able to accomplish in theirmarketplace we knew we wanted them to be a part of Almost Family. In additionto being an outstanding combination, this also puts us over the strategicmilestone of $150 million in annual revenues."
The Company noted that Apex recently achieved the status of being thenumber one market share provider in Jacksonville according to the Medicareprogram's "Home Health Compare" at www.medicare.gov.
Founded in 2002, Apex operates Medicare-certified home health branches aswell as personal care branches in Jacksonville and Ormond FL currently servinga daily census of 1,030 patients. Additionally, Apex separately operates ahome care physician practice, and an outpatient rehabilitation practicebusiness both located in Jacksonville and both of which were also acquired inthis transaction. Ms. Nancy Ralston, CEO and Mr. James Spriggs, COO, both co-founders of Apex, will join Almost Family as Vice President of Operations andVice President of Marketing for the Company's newly-formed Northeast Floridaregion. In the twelve months ended December 31, 2007 the Apex home healthoperations generated revenues of $15.5 million. The balance of the Apexoperations generated approximately $0.7 million of revenue in 2007.
Regarding Ms. Ralston and Mr. Spriggs, Yarmuth concluded: "We are veryhappy to add Nancy and James to our growing and talented management team. Welook forward to their contributions to the on-going growth of our Company."
Ms. Ralston and Mr. Spriggs issued the following statement regarding thiscombination: "As we built Apex into the Number 1 position in our currentmarkets, we began looking for a partner that could help us realize our visionof even more growth for Apex. We knew we had great people and great programsand felt that with the right partner, we could achieve much more. We choseAlmost Family because of their respect for how we have built our businesshere. Not only do they respect the business we have built in NortheastFlorida, but they expect us to grow Apex even more. We couldn't be any moreexcited about joining such a vibrant and growing organization as AlmostFamily."
The agreement calls for a total purchase price of $16 million, consistingof $12 million cash, $3 million in notes payable and $1 million (orapproximately 50,000 shares) of Almost Family common stock (restricted). Thecash portion of the transaction will be funded from borrowings available onthe Company's existing senior credit facility with JP Morgan Chase Bank, NA.Subject to usual and customary closing conditions, substantially all of thetransaction is expected to close before the end of March, 2008.
Almost Family, Inc., founded in 1976, is a leading regional provider ofhome health nursing services, with branch locations in Florida, Kentucky,Ohio, Connecticut, Massachusetts, Missouri, Alabama, Illinois and Indiana (inorder of revenue significance). Almost Family, Inc. and its subsidiariesoperate a Medicare-certified segment and a personal care segment. Altogether,Almost Family operates 78 branch locations in 9 U.S. states.
All statements, other than statements of historical facts, included inthis news release, including the objectives and expectations of