Apria Announces Expiration of Hart-Scott-Rodino Waiting Period
24 Februar 2022 - 10:05PM
Apria, Inc. (the “Company” or “Apria”) (Nasdaq: APR), a leading
provider of home medical equipment, supplies and related services
in the United States, announced today that the waiting period has
expired under the Hart-Scott-Rodino Antitrust Improvements Act of
1976, as amended, in connection with its previously announced
transaction with Owens & Minor, Inc. The closing of the
transaction remains subject to approval by holders of a majority of
the Company’s outstanding common stock and other customary closing
conditions.
About Apria
Apria is a leading provider of integrated home healthcare
equipment and related services in the United States, providing home
respiratory therapy, obstructive sleep apnea treatment and negative
pressure wound therapy. Its approximately 280 locations throughout
the continental United States and Hawaii serve nearly 2 million
patients each year. All of Apria’s locations are accredited by The
Joint Commission.
Investor ContactKevin
EllichWestwickeApriaIR@westwicke.com
Media ContactKyle
EvansWestwickeApriaPR@westwicke.com
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. These statements include, but are not limited to,
statements regarding Apria, Inc.’s (“Apria”) expectations regarding
the proposed acquisition of Apria by Owens & Minor Inc. (the
“proposed merger”) and the future performance and financial results
of Apria’s business and other non-historical statements. Some of
these statements can be identified by terms and phrases such as
“outlook,” “believes,” “expects,” “potential,” “continues,” “may,”
“will,” “should,” “could,” “seeks,” “predicts,” “intends,”
“trends,” “plans,” “estimates,” “anticipates” or the negative
version of these words or other comparable words. Apria cautions
readers of this communication that such “forward looking
statements”, wherever they occur in this communication or in other
statements attributable to Apria, are necessarily estimates
reflecting the judgment of Apria’s senior management and involve a
number of risks and uncertainties that could cause actual results
to differ materially from those suggested by the “forward looking
statements.”
Factors that could cause Apria’s actual results to differ
materially from those expressed or implied in such forward-looking
statements include, but are not limited to: the occurrence of any
event, change or other circumstances that could give rise to the
termination of the merger agreement relating to the proposed
merger; the inability to complete the proposed merger due to the
failure to obtain approval of Apria’s stockholders for the proposed
merger or the failure to satisfy other conditions to completion of
the proposed merger, including that a governmental entity may
prohibit, delay or refuse to grant approval for the consummation of
the proposed merger; risks related to disruption of management’s
attention from Apria’s ongoing business operations due to the
proposed merger; the effect of the announcement of the proposed
merger on Apria’s relationships with its customers, suppliers and
other third parties, as well as its operating results and business
generally; the risk that the proposed merger will not be
consummated in a timely manner; exceeding the expected costs of the
merger; risks related to the COVID-19 public health emergency,
product and related recalls; the profitability of Apria’s
capitation arrangements; renegotiation or termination of Apria’s
contracts; reimbursements by payors; our reliance on relatively few
vendors; competition in the home healthcare industry; the inherent
risk of liability in the provision of healthcare services; and
reductions in Medicare and Medicaid and commercial payor
reimbursement rates.
Additional factors that could cause Apria’s actual outcomes or
results to differ materially from those described in the
forward-looking statements can be found in the “Risk Factors”
sections of Apria’s Annual Report on Form 10-K for the period ended
December 31, 2020 and Quarterly Reports on Form 10-Q for the
periods ended June 30, 2021 and September 30, 2021, as such factors
may be further updated from time to time in Apria’s other filings
with the Securities and Exchange Commission (“SEC”). These reports
are or will be accessible on the SEC’s website at www.sec.gov.
These factors should not be construed as exhaustive and should be
read in conjunction with the other cautionary statements that are
included in this press release and in Apria’s filings with the SEC.
Apria undertakes no obligation to publicly update or review any
forward-looking statement, whether as a result of new information,
future developments or otherwise, except as required by law.
Additional Information and Where to Find It
In connection with the proposed merger, Apria filed with the SEC
on February 22, 2022 and furnish to Apria’s stockholders a
definitive proxy statement. Stockholders are urged to read such
proxy statement and any other documents to be filed with the SEC in
connection with the proposed merger or incorporated by reference in
the proxy statement because they will contain important information
about the proposed merger. This filing does not constitute a
solicitation of any vote or approval.
Investors are able to obtain free of charge the definitive proxy
statement and other documents filed with the SEC at the SEC’s
website at http://www.sec.gov. In addition, the definitive proxy
statement and Apria’s Annual Report on Form 10-K, Quarterly Reports
on Form 10-Q, Current Reports on Form 8-K and amendments to those
reports filed or furnished pursuant to section 13(a) or 15(d) of
the Securities Exchange Act of 1934, as amended, are available free
of charge through Apria’s website at www.apria.com. as soon as
reasonably practicable after they are electronically filed with, or
furnished to, the SEC.
The directors, executive officers and certain other members of
management and employees of Apria may be deemed “participants” in
the solicitation of proxies from stockholders of Apria in favor of
the proposed merger. Information regarding the persons who may,
under the rules of the SEC, be considered participants in the
solicitation of the stockholders of Apria in connection with the
proposed merger are set forth in the definitive proxy statement and
the other relevant documents filed with the SEC. You can find
information about Apria’s executive officers and directors in its
Annual Report on Form 10-K for the fiscal year ended December 31,
2020 and Current Report on Form 8-K filed with the SEC on May 6,
2021.
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