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EXHIBIT 99.1
LOGO
PRESS RELEASE
November 2, 2000
Oliver Heieck, Corporate Communications
Tel.: +49-6172-6082101
Fax: +49-6172-6082294
e-mail: [email protected]
FRESENIUS MEDICAL CARE TO ACQUIRE
EVEREST HEALTHCARE SERVICES CORPORATION
BAD HOMBURG, GERMANY -- NOVEMBER 2, 2000 -- Fresenius Medical Care AG
(Frankfurt Stock Exchange: FME, FME3 / NYSE: FMS, FMS_p), the world's leading
provider of dialysis products and services, and Everest Healthcare Services
Corporation today announced that they have signed a definitive agreement under
which Fresenius Medical Care AG will acquire Everest Healthcare Services
Corporation (Everest), Oak Park, Illinois.
The operations to be acquired consist of Everest's interest in
approximately 70 clinic facilities, providing therapy to approximately 6,800
patients in the eastern and central United States, as well as Everest's
extracorporal blood services and acute dialysis businesses which provide acute
dialysis, apheresis and hemoperfusion services to approximately 100 hospitals.
FMC agreed on a purchase price of approximately US$ 343m for the facilities
and the outstanding debt. The purchase price is subject to adjustments for
changes in net equity and other customary closing adjustments. The purchase
price is a composition of a cash payment to the sellers of roughly 1/3 of the
purchase price and approximately 1/3 of the purchase for the outstanding debt
assumed. Fresenius Medical Care AG anticipates promptly initiating a tender
offer for Everest's outstanding subordinated debt. These two parts will be
financed out of the proceeds from the capital offerings carried out in the first
seven months of the year. The amount remaining of approximately 1/3 of the
purchase price will be consummated by the issuance of up to 2.25 million
Fresenius Medical Care AG preference shares derived from approved capital II.
The Everest acquisition, which is in part financed with preference shares,
completes the Company's recent acquisition and capital liquidity program
consisting of the Franconia transaction and the recent secondary public
offering.
Ben Lipps, Chief Executive Officer of Fresenius Medical Care AG, commented,
"This transaction provides a significant increase in Fresenius Medical Care's
presence in key regions of the United States, most notably in the Midwest. With
our existing infrastructure and new therapy initiations we anticipate
significant improvements in cost effectiveness of operations during 2001, while
maintaining the quality of care and the focus on internal growth for which
Everest is well known. In addition, combining Everest's extracorporal blood
technology services with Fresenius Medical Care's hospital contract services
business will strengthen our non-renal extracorporal services. Like all our
acquisitions, Everest will also be earnings enhancing within the first 12 months
after the acquisition".
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Craig Moore, Chairman and Chief Executive Officer of Everest, said "We have
found the cultural fit of our organizations to be remarkably strong and are very
pleased to join the strength of our team to the strengths of FMC, the leader in
product and service innovation in renal dialysis".
The transactions are still subject to anti-trust, other regulatory
approvals and the approval of the Fresenius Medical Care Supervisory Board.
Fresenius Medical Care AG is the world's largest, integrated provider of
products and services for individuals with chronic kidney failure, a condition
that affects more than 1,000,000 individuals worldwide. Through its network of
more than 1,240 dialysis clinics in North America, Europe, Latin America and
Asia-Pacific, Fresenius Medical Care provides dialysis treatment to
approximately 90,200 patients around the globe. Fresenius Medical Care is also
the world's leading provider of dialysis products, such as hemodialysis
machines, dialyzers and related disposable products. For more information about
Fresenius Medical Care, visit the Company's new website at
http://www.fmc-ag.com.
