DEERFIELD, Ill., March 9, 2015 (GLOBE NEWSWIRE) -- Surgical Care Affiliates, Inc. (Nasdaq: SCAI ) ("SCA") announced today its intention to launch on Tuesday, March 10, 2015, an offering of approximately $250 million aggregate principal amount of its senior unsecured notes due 2023 (the "Notes"), subject to market and customary conditions. The Notes will be general unsecured senior obligations of SCA and will be guaranteed by SCA's existing and subsequently acquired wholly-owned subsidiaries that guarantee certain of SCA's indebtedness, subject to certain exceptions. SCA intends to use the net proceeds from this offering, together with funds under a proposed new senior secured credit facility of up to $700 million in aggregate principal amount, to repay all of the outstanding indebtedness under SCA's existing credit facility, to pay the transaction costs associated with the refinancing transactions and for general corporate purposes, including acquisitions and other development activities.
The Notes and the related guarantees will be offered in the United States only to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities Act. The Notes and the related guarantees have not been registered under the Securities Act or the securities laws of any other jurisdiction. Unless so registered, the Notes may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws. This press release will not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
Cautionary Information Regarding Forward-Looking Statements
Certain statements contained in this press release, including, without limitation, statements containing the words "believes," "anticipates," "expects," "continues," "will," "may," "should," "estimates," "intends," "plans" and similar expressions, and statements regarding SCA's business strategy and plans, constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. There is risk and uncertainty regarding whether SCA will be able to consummate the proposed refinancing transactions, including the offering of the Notes. Material factors are outside of SCA's control, including risks and uncertainties associated with changes in general economic and financial market conditions, the general availability of credit, the volume of trading activities, the overall availability of credit to the healthcare industry, SCA's credit ratings and credit capacity, the possibility that SCA's stockholders, financial advisors or lenders could develop a negative perception of its long- or short-term financial prospects if the level of its business activities decreases due to a market downturn, negative actions taken by regulatory authorities or rating organizations, and other factors set forth under the heading "Risk Factors" in SCA's Annual Report on Form 10-K for the year ended December 31, 2013 and described in subsequent reports SCA has filed with the Securities and Exchange Commission.
You should not rely upon forward-looking statements as predictions of future events. SCA undertakes no obligation to update any forward-looking statements or to make any other forward-looking statements, whether as a result of new information, future events or otherwise. In that respect, SCA cautions readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made.
About Surgical Care Affiliates
SCA partners with physicians, health systems and payers to develop and implement surgery strategies across the country. As of September 30, 2014, SCA operated 182 surgical facilities - including ambulatory surgery centers, surgical hospitals and one sleep center - in partnership with approximately 2,000 physicians and in affiliation with 41 health systems across the country. SCA's clinical systems, service line growth strategies, benchmarking processes and efficiency programs create measurable advantage for surgical facilities - clinically, operationally and financially.
Pete Clemens Executive Vice President & CFO Surgical Care Affiliates, Inc. (205) 307-5250 Leslie Wachsman Vice President, Finance Surgical Care Affiliates, Inc. (847) 267-9823
