HOUSTON, Dec. 5 /PRNewswire/ -- US Oncology Holdings, Inc. (the "Company") today announced that it intends to offer an aggregate of $150 million of its common and preferred stock to Morgan Stanley Strategic Investments, Inc. in a private offering. The parties have entered into a term sheet regarding the offering, but consummation of the offering remains subject to numerous conditions, including completion of satisfactory due diligence, negotiation of a definitive agreement relating to the issuance, expiration or early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvement Act of 1976, final approval by the parties, completion of an amendment to the Company's existing senior secured facilities and other customary conditions.
The net proceeds of the issuance of the stock, together with the cash-on- hand of US Oncology, Inc., the Company's wholly owned operating subsidiary, would be used to pay a dividend of $190 million to the stockholders of the Company and to pay fees and expenses related to the offering. Subject to finalization of the terms and conditions of the offering and satisfaction of the other conditions, the Company anticipates the offering will close prior to the end of 2006.
This announcement is neither an offer to sell nor a solicitation of an offer to buy the securities described herein. The Company is offering its securities in reliance upon an exemption from registration under the Securities Act of 1933 for an offer and sale of securities that does not involve a public offering. The stock to be issued in the offering has not been and will not be registered under the Securities Act of 1933 or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
About US Oncology, Inc.
US Oncology, headquartered in Houston, is one of the nation's largest cancer treatment and research networks. US Oncology provides extensive services and support to its affiliated cancer care sites nationwide to help them expand their offering of the most advanced treatments and technologies, build integrated community-based cancer care centers, improve their therapeutic drug management programs, and participate in many of the new cancer-related clinical research studies. US Oncology also provides a broad range of services to pharmaceutical manufacturers, including product distribution and informational services such as data reporting and analysis.
According to the company's last quarterly earnings report, US Oncology is affiliated with 1029 physicians operating in 411 locations, including 91 radiation oncology facilities in 35 states. For more information, visit http://www.usoncology.com .
Cautionary Statement Regarding Forward-Looking Statements
This news release contains forward-looking statements, including statements that include the words "believes," "expects," "anticipates," "estimates," "intends," "plans," "projects," or similar expressions. All statements other than statements of historical fact included in this news release are forward-looking statements. Although the Company believes that the expectations reflected in such statements are reasonable, it can give no assurance that such expectations will prove to have been correct. Such expectations are subject to risks and uncertainties and there can be no assurance that the offering will be completed on the terms described herein, or at all. Please refer to the Company's filings with the SEC, including its Annual Report on Form 10-K for 2005, and subsequent filings, for a more extensive discussion of factors that could cause actual results to differ materially from the Company's expectations.
US Oncology Holdings, Inc.CONTACT: Rick McCook of US Oncology Holdings, Inc., +1-832-601-6274, orRick.McCook@usoncology.com
Web site: http://www.usoncology.com/