GHCI Genesis Healthcare Corp (MM)

NEW YORK, July 13 /PRNewswire/ -- GEN Acquisition Corp. ("GEN Acquisition") announced today that it has accepted for purchase all of the 8% Senior Subordinated Notes due 2013 (CUSIP Nos. 37184DAC5 and 37184DAA9) (the "8% Notes") and all of the 2.5% Convertible Senior Subordinated Debentures due 2025 (CUSIP Nos. 37184DAE1 and 37184DAD3) (the "2.5% Notes" and, together with the 8% Notes, the "Notes"), issued by Genesis HealthCare Corporation ("GHC") (NASDAQ:GHCI) validly tendered in its tenders offers for all such outstanding Notes. GEN Acquisition received tenders from holders of 100% of the outstanding 8% Notes and 100% of the outstanding 2.5% Notes. The tender offers expired at 5:00 p.m., New York City time, on July 12, 2007. The tender offers were made in connection with the agreement and plan of merger dated as of January 15, 2007, as amended, among GEN Acquisition, GHC and GEN Acquisition's parent, FC-GEN Acquisition, Inc. ("Parent"), that provides for the merger of GEN Acquisition with and into GHC, with GHC being the surviving corporation in the merger (the "Acquisition"). GEN Acquisition and Parent are owned by affiliates of Formation Capital, LLC and affiliates of JER Partners, which is the private equity investment group affiliated with J.E. Robert Company, Inc. The Acquisition closed on July 13, 2007. Forward Looking Statements Certain statements in this press release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Forward looking statements may be identified by the words "believe," "expect," "anticipate," "project," "plan," "estimate," "will" or "intend" and similar expressions. The forward-looking statements contained herein reflect our current views with respect to future events and are based on our currently available financial, economic and competitive data and on current business plans. Actual results could vary materially depending on risks and uncertainties that may affect GEN Acquisition's business and operations and other factors. These forward-looking statements speak only as of the date on which the statements were made and we undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as otherwise required by law. About Formation and JER Formation Capital is a private equity firm in the senior housing and long- term care industry. Over the past five years Formation Capital has completed over $1.5 billion of acquisitions in the sector and provides asset management services to over 250 facilities nationwide. For more information on Formation Capital, please visit http://www.formationcapital.com/. JER Partners is the private equity investment arm of J.E. Robert Companies, a real estate investment management company with more than 25 years of experience in sourcing, underwriting and managing a broad spectrum of real estate equity investments and debt products in North America and Europe. JER has completed over $1.1 billion of acquisitions in the senior housing sector. JER's primary investments are in office, hospitality, retail, multi-family, healthcare-related real estate and industrial properties. Other areas of investment include commercial mortgage-backed securities ("CMBS") and mezzanine financing. For more information on JER, please visit http://www.jer.com/. DATASOURCE: GEN Acquisition Corp. CONTACT: Innisfree M&A Incorporated, Banks and Brokers Call Collect: +1-212-750-5833, All Others Call Toll Free: +1-888-750-5834, for GEN Acquisition Corp. Web site: http://www.jer.com/ http://www.formationcapital.com/

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