USRC, a privately held company based in Plano, TX, will open a tender offer for all outstanding common shares of Linthicum, MD-based DCA for $11.25 per share in cash, followed by a merger to acquire all remaining outstanding DCA shares at the same cash price, which represents a premium of 72% over Tuesday's closing stock price, the two companies said in a joint media release.
"For shareholders, the transaction provides a compelling opportunity to realize the value DCA has created," said Thomas K. Langbein, chairman of the board at DCA, which unanimously approved the deal.
Directors and executives at DCA hold approximately 23% of DCA's common stock and will tender their shares into the tender offer. USRC expects the transaction to close in May.
"USRC and DCA each have built strong regional operations and this transaction permits us to build a more efficient and stronger national operation," said Chris Brengard, chairman/CEO of USRC. "DCA, like USRC, has a commitment to building joint ventures with nephrologists."
When the deal is finalized, USRC will provide dialysis services to approximately 5,500 patients through 84 outpatient dialysis facilities in nine states, more than 12 home dialysis programs, and 24 dialysis programs within acute and specialty hospital facilities. USRC now operates 47 dialysis clinics in Texas and Arkansas.