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EXHIBIT 99.2(A)(5)(V)
OFFER TO PURCHASE ALL OUTSTANDING SHARES OF COMMON STOCK
OF SUNRISE MEDICAL INC. FOR $10.00 PER SHARE EXTENDED
New York, NY--November 28, 2000--An investor group that includes Vestar
Capital Partners IV, L.P., Park Avenue Equity Partners, L.P. and senior
managers of Sunrise Medical Inc. announced today the extension of the initial
offering period for its offer to purchase all outstanding shares of common
stock of Sunrise Medical Inc. at $10.00 per share in cash. The initial
offering period, which was originally scheduled to expire at Midnight, New
York City time, on November 28, 2000, has been extended to 5:00 P.M., New
York City time, on December 6, 2000. As of the close of business today,
20,399,180 shares of common stock of Sunrise Medical Inc. (constituting
approximately 91% of the total number of shares outstanding) have been
tendered pursuant to the offer.
The offer is being extended to comply with applicable rules and
regulations promulgated by the Securities and Exchange Commission. It currently
is expected that all conditions to the offer will be satisfied upon expiration
of the initial offering period.
The investor group will also provide for a subsequent offering
period immediately following the expiration of the initial offering period,
as it may be further extended, if the number of shares validly tendered and
not withdrawn during the initial offering period and accepted for payment
represents more than 50% but less than 90% of the issued and outstanding
shares and if the conditions to the offer have been satisfied or waived. The
subsequent offering period will expire at 12:00 Midnight, New York City time,
on the third business day following the expiration date of the initial
offering period, unless extended. During the subsequent offering period,
stockholders may tender but may not withdraw their shares and will receive
$10.00 per share in cash. Shares tendered during the initial offering period
and accepted for payment may not be withdrawn during the subsequent offering
period. The subsequent offering period will not be an extension of the
initial offering period, but will be an additional period of time, following
the expiration of the initial offering period and the acceptance for payment
of shares tendered and not withdrawn during the initial offering period, in
which stockholders may tender shares not tendered during the initial offering
period.
Sunrise Medical stockholders are advised to read the supplement to
the offer to purchase and the amendment to the tender offer statement regarding
the offer which is being filed today with the Securities and Exchange
Commission.
The tender offer statement, as amended (including the offer to
purchase and the supplement thereto, the letter of transmittal and related
tender offer documents), and Sunrise Medical's solicitation/recommendation
statement contain important information which should be read carefully before
any decision is made with respect to the offer. These documents will be made
available to all stockholders of Sunrise Medical at no expense to them, by
contacting the information agent, Mackenzie Partners, Inc. Stockholders please
call (212) 929-5500 (collect) or (800) 322-2885 or email to:
[email protected]. These documents will also be available at no charge
at the SEC's website at WWW.SEC.GOV.
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Sunrise Medical's common stock is traded on the New York Stock
Exchange (Ticker Symbol: SMD). More information about Sunrise Medical is
available at http://www.sunrisemedical.com.
