US Oncology Extends Tender Offer and Consent Solicitation for Its 9 5/8% Senior Subordinated Notes Due 2012
August 16 2004 - 11:19AM
PR Newswire (US)
US Oncology Extends Tender Offer and Consent Solicitation for Its 9
5/8% Senior Subordinated Notes Due 2012 HOUSTON, Aug. 16
/PRNewswire-FirstCall/ -- US Oncology, Inc. (NASDAQ:USON) ("US
Oncology") announced today that it is extending the tender offer
expiration date and consent expiration date for its previously
announced cash tender offer and consent solicitation relating to
its 9 5/8% Senior Subordinated Notes due 2012. The tender offer and
consent solicitation, each of which was to have expired at 5:00
p.m., New York City time, on Friday, Aug. 13, 2004, will each be
extended to 9 a.m., New York City time, on Friday, Aug. 20, 2004,
unless further extended by US Oncology. To date, holders of
approximately $172,000,000 of the outstanding principal amount of
the notes, which represents approximately 98% of the $175 million
outstanding principal amount of the notes, have tendered their
outstanding notes and delivered related consents pursuant to the
tender offer and consent solicitation. The last day that holders of
notes could have withdrawn tendered notes and revoked delivered
consents was as of 5 p.m., New York City time on June 11, 2004. As
a result, tendered notes and delivered consents may no longer be
withdrawn or revoked. The tender offer and consent solicitation are
being made pursuant to an Offer to Purchase and Consent
Solicitation dated May 21, 2004, and a related Consent and Letter
of Transmittal, which more fully set forth the terms and conditions
of the tender offer and consent solicitation. Among other
conditions discussed below, the tender offer is conditioned upon
the completion of US Oncology's proposed merger with an affiliate
of Welsh, Carson, Anderson & Stowe IX, L.P. The merger remains
subject to certain customary conditions, including the approval by
a majority of the outstanding shares of US Oncology common stock
and approval by holders of a majority of the outstanding shares of
US Oncology's common stock not held by US Oncology Holdings, Inc.,
Oiler Acquisition Corp., Welsh, Carson, Anderson & Stowe IX,
L.P., its co-investors or members of US Oncology's board or
management that are expected to participate in the merger. On July
21, 2004, US Oncology filed a definitive proxy statement with the
Securities and Exchange Commission relating to the merger. The
special meeting of US Oncology's stockholders to vote on the merger
is scheduled to occur on Aug. 20, 2004. US Oncology expects to
consummate the merger immediately following the special meeting. In
addition to the closing of the merger, the tender offer is subject
to certain customary conditions. If any of the conditions to the
tender offer are not satisfied, US Oncology is not obligated to
accept for payment, purchase or pay for, and may delay the
acceptance for payment of, any tendered notes, and may even
terminate the tender offer. Citigroup Global Markets Inc. is acting
as the dealer manager and solicitation agent for the tender offer
and consent solicitation. The depositary for the tender offer is
Computershare Trust Company of New York. Questions regarding the
tender offer and consent solicitation may be directed to Citigroup
Global Markets Inc., telephone number (800) 558-3745 (toll free)
and (212) 723-6106 (call collect). Requests for copies of the Offer
to Purchase and Consent Solicitation Statement and related
documents may be directed to Georgeson Shareholder Communications
Inc., telephone number (800) 733-6231 (toll free) and (212)
440-9800 (call collect). This announcement is not an offer to
purchase, a solicitation of an offer to purchase, or a solicitation
of consents with respect to the notes nor is this announcement an
offer or solicitation of an offer to sell new securities. The
tender offer and consent solicitation are made solely by means of
the Offer to Purchase and Consent Solicitation Statement and the
related Consent and Letter of Transmittal. US Oncology,
headquartered in Houston, Texas, is America's premier cancer- care
services company. US Oncology supports the cancer care community by
providing medical oncology services, cancer center services and
cancer research services. This news release contains
forward-looking statements based on current management
expectations. Numerous factors, including those related to market
conditions, and those detailed from time-to-time in the US
Oncology's filings with the Securities and Exchange Commission, may
cause results to differ materially from those anticipated in the
forward-looking statements. Many of the factors that will determine
US Oncology's future results are beyond the ability of US Oncology
to control or predict. These statements are subject to risks and
uncertainties and, therefore, actual results may differ materially.
In particular, the merger transaction is subject to risks and
uncertainties, including the possibility that the merger may not
occur due to the failure of US Oncology to obtain stockholder
approval, the failure of the parties to satisfy the conditions in
the merger agreement, such as the inability of US Oncology
Holdings, Inc. to obtain financing, or the occurrence of events
that would have a material adverse effect on US Oncology as
described in the merger agreement. Readers should not place undue
reliance on forward-looking statements, which reflect management's
views only as of the date hereof. US Oncology undertakes no
obligation to revise or update any forward-looking statements, or
to make any other forward-looking statements, whether as a result
of new information, future events or otherwise. All references to
"US Oncology," "we," or "our" as used throughout this document
refer to US Oncology, Inc. and its subsidiaries. DATASOURCE: US
Oncology, Inc. CONTACT: Steve Sievert of US Oncology, Inc.,
+1-832-601-6193, or Web site: http://www.usoncology.com/
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