Dec 24 2010
Res-Care, Inc. ("ResCare") (Nasdaq:RSCR) announced today that an entity sponsored by Onex Partners III, L.P. ("Onex"), an affiliate of Onex Corporation (TSX:OCX), has completed the previously announced acquisition of all of the publicly held shares of ResCare through a second-step share exchange transaction that became effective December 22, 2010. In the share exchange transaction, each outstanding share of ResCare common stock not currently held by Onex and its affiliates has been converted into the right to receive $13.25 in cash, without interest.
ResCare also announced today that it has issued $200 million of 10.75% Senior Notes due 2019 (the "Senior Notes") in a private placement under the Securities Act of 1933, as amended (the "Securities Act"). The Senior Notes are unsecured obligations ranking equal to existing and future senior debt and will be effectively subordinated to existing and future secured debt.
ResCare stated that a portion of the proceeds from the offering of the Senior Notes has been used to repurchase $120,046,000 (approximately 80.0%) aggregate principal amount of its 7 3/4% Senior Notes due 2013 (the "7 3/4% Notes"), which had been validly tendered and accepted for purchase in its previously announced cash tender offer at the expiration of the consent payment deadline at 5:00 p.m., New York City time, on December 21, 2010. ResCare intends to use the balance of the proceeds from the offering of the Senior Notes to repurchase any 7 3/4% Notes validly tendered after the consent payment deadline and prior to the expiration of the tender offer at 11:59 p.m., New York City time, on January 4, 2011, to redeem any 7 3/4% Notes not purchased in the tender offer, to fund the share exchange transaction, and for general corporate purposes.
SOURCE Res-Care, Inc.