ATLANTA and DALLAS, July 7
/PRNewswire-FirstCall/ -- Gentiva Health Services, Inc. (Nasdaq:
GTIV) ("Gentiva" or "the Company") and Odyssey HealthCare, Inc.
(Nasdaq: ODSY) ("Odyssey") announced today that the waiting period
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 for
Gentiva's previously announced acquisition of Odyssey expired at
11:59 p.m. EDT, on July 6, 2010.
On May 24, 2010 Gentiva and
Odyssey announced that Gentiva had agreed to acquire Odyssey in an
all cash merger transaction for a price per share of Odyssey common
stock of $27.00 in cash, without
interest. The transaction is expected to close in the third quarter
of 2010, subject to standard closing conditions, including approval
by Odyssey's stockholders and regulatory approvals.
About Odyssey HealthCare, Inc.
Based in Dallas, Texas, Odyssey
is one of the largest providers of hospice care in the country in
terms of both average daily patient census and number of locations.
Odyssey seeks to improve the quality of life of terminally ill
patients and their families by providing care directed at managing
pain and other discomforting symptoms and by addressing the
psychosocial and spiritual needs of patients and their
families.
About Gentiva Health Services, Inc.
Gentiva Health Services, Inc. is a leading provider of home
health and hospice services, delivering innovative, high quality
care to patients across the United
States. Gentiva is a single source for skilled nursing;
physical, occupational, speech and neurorehabilitation services;
hospice services; social work; nutrition; disease management
education; help with daily living activities; and other therapies
and services. For more information, visit Gentiva's web site,
http://www.gentiva.com, and its investor relations section at
http://investors.gentiva.com.
Additional Information and Where to Find It
Odyssey has filed with the Securities and Exchange Commission
(the "SEC") a preliminary proxy statement and other relevant
materials in connection with the transaction. A definitive
proxy statement will be filed with the SEC and sent or given to the
stockholders of Odyssey. Before making any voting or
investment decision with respect to the transaction, investors and
stockholders of Odyssey are urged to read the proxy statement and
the other relevant materials when they become available because
they will contain important information about the transaction. The
proxy statement and other relevant materials (when they become
available), and any other documents filed by Odyssey with the SEC,
may be obtained free of charge at the SEC's website at www.sec.gov,
or from Odyssey by directing a request to Odyssey's Investor
Relations Department at toll free phone number 888-922-9711, email
address InvestorRelations@odsyhealth.com or through the Odyssey web
site www.odsyhealth.com under "Investor Relations--
InfoRequest."
Participants in the Solicitation
Odyssey and its directors and executive officers may be deemed
to be participants in the solicitation of proxies from Odyssey
stockholders in connection with the transaction. Information about
Odyssey's directors and executive officers is set forth in
Odyssey's preliminary proxy statement on Schedule 14A filed with
the SEC on April 5, 2010 and
Odyssey's Annual Report on Form 10-K filed with the SEC on
March 10, 2010. Additional
information regarding the interests of participants in the
solicitation of proxies in connection with the merger will be
included in the definitive proxy statement that Odyssey intends to
file with the SEC.
Forward-Looking Statement
This press release contains forward-looking statements that
involve risks, uncertainties and assumptions. If such risks or
uncertainties materialize or such assumptions prove incorrect, the
results of Gentiva and its consolidated subsidiaries could differ
materially from those expressed or implied by such forward-looking
statements and assumptions. All statements other than statements of
historical fact are statements that could be deemed forward-looking
statements, including the expected benefits and costs of the
transaction; management plans relating to the transaction; the
expected timing of the completion of the transaction; the ability
to complete the transaction considering the various closing
conditions, including those conditions related to regulatory
approvals; any statements of the plans, strategies and objectives
of management for future operations, including the execution of
integration plans; any statements of expectation or belief; and any
statements of assumptions underlying any of the foregoing. Risks,
uncertainties and assumptions include the possibility that expected
benefits may not materialize as expected; that the transaction may
not be timely completed, if at all; that, prior to the completion
of the transaction, the target company's business may not perform
as expected due to transaction-related uncertainty or other
factors; that the parties are unable to successfully implement
integration strategies; and other risks that are described in
Gentiva's and Odyssey's SEC reports, including but not
limited to the risks described in Gentiva's Annual Report on Form
10-K for its fiscal year ended January 3,
2010 and Odyssey's Annual Report on Form 10-K for the fiscal
year ended December 31, 2001. Gentiva
assumes no obligation and does not intend to update these
forward-looking statements.
For Further Information
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For Gentiva:
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Financial and Investor Contact:
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Eric Slusser
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770-951-6101
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eric.slusser@gentiva.com
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or Brandon Ballew
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770-221-6700
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brandon.ballew@gentiva.com
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Media Contact:
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Scott
Cianciulli
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Brainerd
Communicators
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212-986-6667
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cianciulli@braincomm.com
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For Odyssey HealthCare:
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Investors:
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R. Dirk Allison
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Senior Vice President and
Chief Financial Officer, Odyssey HealthCare, Inc.
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214-922-9711
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Media:
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Andy Brimmer / Tim
Lynch
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Joele Frank, Wilkinson Brimmer
Katcher
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212-355-4449
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SOURCE Gentiva Health Services, Inc.