Community Health Systems, Inc. (NYSE: CYH) ("CHS") today announced that it has raised its all-cash offer to acquire all outstanding shares of common stock of Tenet Healthcare Corporation (NYSE: THC) to $7.25 per share from $6.00 per share.
The increased offer is CHS's best and final offer based on information currently available to CHS. If Tenet has not begun good-faith discussions with CHS by May 9, 2011, at 6:00 p.m. ET, the offer will expire and CHS will withdraw its nominees for election to Tenet's Board of Directors.
Wayne T. Smith, chairman, president and chief executive officer of CHS, said, "We are making this offer to bring this matter to a prompt conclusion in the best interests of all concerned. We call on the Tenet Board to uphold its fiduciary duties and enter into good-faith discussions with us to conclude a mutually beneficial transaction. Unless we see meaningful engagement by May 9, 2011, we will withdraw the offer and move on to the many other compelling growth opportunities available to us."
Each of Credit Suisse and Goldman Sachs has informed CHS that, subject to customary terms and conditions, it is highly confident that financing for CHS's offer can be obtained in the capital markets.
On December 9, 2010, CHS made public an offer to acquire Tenet for $6.00 per share, including $5.00 per share in cash and $1.00 per share in CHS common stock. The offer was made in a letter to Tenet's Board of Directors on November 12, 2010, and rejected on December 6, 2010. On January 14, 2011, CHS gave the required notice to Tenet that it intends to nominate a full slate of 10 independent director nominees for election to Tenet's Board of Directors at its 2011 Annual Meeting. Tenet has delayed the meeting until November 3, 2011, and its entire Board is up for reelection. On April 18, 2011, CHS amended its offer to $6.00 per share in cash, which Tenet rejected on April 22, 2011.
Credit Suisse and Goldman, Sachs & Co. are acting as financial advisors, Kirkland & Ellis LLP as legal counsel and D. F. King & Co. as proxy solicitor for CHS.