Thursday, December 28, 2017
Select Medical Holdings Corporation and Dignity Health today announced that the Federal Trade Commission granted early termination of the waiting period under the Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976, as amended, applicable to the proposed combination of Concentra Group Holdings, LLC ("Concentra"), with U.S. HealthWorks, Inc. ("U.S. HealthWorks"), a subsidiary of Dignity Health Holdings Company ("DHHC"). Concentra was created through a joint venture between Select Medical Corporation, a wholly-owned subsidiary of Select Medical, Welsh, Carson, Anderson & Stowe XII, L.P., and other minority equity holders including Cressey & Company.
As previously announced, Concentra and Dignity signed a definitive agreement to combine Concentra with U.S. HealthWorks. Subject to certain closing conditions, the transaction will occur through an equity purchase and contribution agreement (the "Purchase Agreement"), whereby Concentra will acquire all of the issued and outstanding shares of stock of U.S. HealthWorks from DHHC. Following the closing of the transaction, Dignity Health will own a 20% equity interest in the combined entity holding Concentra and U.S. HealthWorks. The early termination of the HSR waiting period satisfies one of the conditions to the closing of the transaction. The transaction, which is expected to close in the first quarter of 2018, remains subject to the other closing conditions set forth in the Purchase Agreement.
