BioScrip, Inc. (NASDAQ: BIOS) ("BioScrip"), the largest independent
national provider of infusion and home care management solutions,
today announced that key members of BioScrip’s leadership team will
continue in executive roles with the combined company following the
close of its pending merger with Option Care Enterprises, Inc.
(“Option Care”).
Dan Greenleaf, President and Chief Executive
Officer of BioScrip, will become Special Advisor to the newly
combined company’s Board Chairman, Harry Kraemer, and Chief
Executive Officer, John Rademacher. Mr. Greenleaf will
provide strategic and operational counsel to ensure a smooth
transition, optimize the integration of both companies, and drive
long-term growth opportunities.
In addition, other members of BioScrip’s
existing senior leadership team will continue with the combined
company in key executive roles following the merger close,
including:
- Harriet Booker, who will continue as Chief Operating
Officer;
- Rich Denness, who will become Chief Strategy Officer;
- John McMahon, who will become SVP Corporate Finance;
- Bob Roose, who will continue as SVP, Procurement; and
- Arcot Prakash, who will become VP Information Technology.
Dan Greenleaf, President and Chief Executive
Officer of BioScrip, commented, “I am really pleased to have the
opportunity to support both Harry and John to drive value in the
newly combined company, and I am equally excited to see that the
new company’s leadership team will have a strong representation
from BioScrip, which has performed exceptionally well through the
first five months of 2019. Speaking of performance, as
reported in our first quarter earnings release, BioScrip achieved
strong gross revenue growth and we expect this to continue in the
second quarter of 2019. Moreover, our daily cash collection
rates continue to improve as we focus on improving the fundamentals
of the business. Our pending combination with Option Care will
provide an incredible platform to accelerate growth for BioScrip,
as the newly combined company will have a significantly improved
capital structure and a market leader position in the attractive
home infusion therapy services industry with unmatched scale, scope
and talent.”
About BioScrip, Inc.
BioScrip, Inc. is the largest independent
national provider of infusion and home care management solutions,
with approximately 2,100 teammates and nearly 70 service locations
across the U.S. BioScrip partners with physicians, hospital
systems, payors, pharmaceutical manufacturers and skilled nursing
facilities to provide patients access to post-acute care services.
BioScrip operates with a commitment to bring customer-focused
pharmacy and related healthcare infusion therapy services into the
home or alternate-site setting. By collaborating with the full
spectrum of healthcare professionals and the patient, BioScrip
provides cost-effective care that is driven by clinical excellence,
customer service, and values that promote positive outcomes and an
enhanced quality of life for those it serves.
FORWARD LOOKING STATEMENTS
This communication, in addition to historical
information, contains “forward-looking statements” (as defined in
the Private Securities Litigation Reform Act of 1995) regarding,
among other things, future events or the future financial
performance of BioScrip and Option Care. All statements other than
statements of historical facts are forward-looking statements. In
addition, words such as “anticipate,” “believe,” “contemplate,”
“continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,”
“potential,” “predict,” “project,” “seek,” “should,” “target,”
“will,” “would,” or the negative of these words, and words and
terms of similar substance used in connection with any discussion
of future plans, actions or events identify forward-looking
statements. Forward-looking statements relating to the proposed
transaction include, but are not limited to: statements about the
benefits of the proposed transaction between BioScrip and Option
Care, including future financial and operating results; expected
synergies; BioScrip’s and Option Cares plans, objectives,
expectations and intentions; the expected timing of completion of
the proposed transaction; and other statements relating to the
acquisition that are not historical facts. Forward-looking
statements are based on information currently available to BioScrip
and Option Care and involve estimates, expectations and
projections. Investors are cautioned that all such forward-looking
statements are subject to risks and uncertainties (both known and
unknown), and many factors could cause actual events or results to
differ materially from those indicated by such forward-looking
statements. With respect to the proposed transaction between
BioScrip and Option Care, these factors could include, but are not
limited to: the risk that BioScrip or Option Care may be unable to
obtain governmental and regulatory approvals required for the
transaction, or that required governmental and regulatory approvals
may delay the transaction or result in the imposition of conditions
that could reduce the anticipated benefits from the proposed
transaction or cause the parties to abandon the proposed
transaction; the risk that a condition to closing of the
transaction may not be satisfied; the length of time necessary to
consummate the proposed transaction, which may be longer than
anticipated for various reasons; the risk that the businesses will
not be integrated successfully; the risk that the cost savings,
synergies and growth from the proposed transaction may not be fully
realized or may take longer to realize than expected; the diversion
of management time on transaction-related issues; the effect of
future regulatory or legislative actions on the companies or the
industries in which they operate; the risk that the credit ratings
of the combined company or its subsidiaries may be different from
what the companies expect; economic and foreign exchange rate
volatility; and the other risks contained in BioScrip’s most
recently filed Annual Report on Form 10-K.
Many of these risks, uncertainties and
assumptions are beyond BioScrip’s ability to control or predict.
Because of these risks, uncertainties and assumptions, you should
not place undue reliance on these forward-looking statements.
Furthermore, forward-looking statements speak only as of the
information currently available to the parties on the date they are
made, and neither BioScrip nor Option Care undertakes any
obligation to update publicly or revise any forward-looking
statements to reflect events or circumstances that may arise after
the date of this communication. Nothing in this communication is
intended, or is to be construed, as a profit forecast or to be
interpreted to mean that earnings per BioScrip share for the
current or any future financial years or those of the combined
company, will necessarily match or exceed the historical published
earnings per BioScrip share, as applicable. Neither BioScrip nor
Option Care gives any assurance (1) that either BioScrip or Option
Care will achieve its expectations, or (2) concerning any result or
the timing thereof, in each case, with respect to any regulatory
action, administrative proceedings, government investigations,
litigation, warning letters, consent decrees, cost reductions,
business strategies, earnings or revenue trends or future financial
results. All subsequent written and oral forward-looking statements
concerning BioScrip, Option Care, the proposed transaction, the
combined company or other matters and attributable to BioScrip or
Option Care or any person acting on their behalf are expressly
qualified in their entirety by the cautionary statements above.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
On April 30, 2019, BioScrip, Inc. (“BioScrip” or
the “Company”) filed with the Securities and Exchange Commission
(“SEC”) a preliminary proxy statement and on June 6, 2019 filed a
revised preliminary proxy statement (collectively, the “preliminary
proxy statement”) in connection with the proposed transaction. The
definitive proxy statement will be sent to the stockholders of
BioScrip and will contain important information about the proposed
transaction and related matters. INVESTORS AND SECURITY
HOLDERS ARE URGED AND ADVISED TO READ THE PRELIMINARY PROXY
STATEMENT AND THE DEFINITIVE PROXY STATEMENT WHEN IT BECOMES
AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. The
proxy statement and other relevant materials (when they become
available) and any other documents filed by the Company with the
SEC may be obtained free of charge at the SEC’s website, at
www.sec.gov. In addition, security holders will be able to
obtain free copies of the proxy statement and other relevant
materials from the Company by contacting Investor Relations by mail
at 1600 Broadway, Suite 700, Denver, CO 80202, Attn: Investor
Relations, by telephone at (720) 697-5200, or by going to the
Company’s Investor Relations page on its corporate web site at
https://investors.bioscrip.com.
PARTICIPANTS IN THE SOLICITATION
The Company and its directors and executive
officers may be deemed to be participants in the solicitation of
proxies from stockholders in connection with the matters discussed
above. Information about the Company’s directors and executive
officers is set forth in the Proxy Statement on Schedule 14A for
the Company’s 2019 annual meeting of stockholders, which was filed
with the SEC on April 30, 2019. This document can be obtained
free of charge from the sources indicated above. Information
regarding the ownership of the Company’s directors and executive
officers in the Company’s securities is included in the Company’s
SEC filings on Forms 3, 4, and 5, which can be found through the
SEC’s website at www.sec.gov. Other information regarding the
participants in the proxy solicitation and a description of their
direct and indirect interests, by security holdings or otherwise,
is contained in the preliminary proxy statement and will be
contained in the definitive proxy statement and other relevant
materials to be filed with the SEC when they become available.
Investor Contacts:
Stephen
Deitsch Chief Financial Officer & TreasurerT: (720)
697-5200 stephen.deitsch@bioscrip.com
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Kalle Ahl,
CFAThe Equity GroupT: (212) 836-9614kahl@equityny.com |
BioPlus Acquisition (NASDAQ:BIOS)
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