CHARLOTTE, N.C.--(BUSINESS WIRE)--Premier Inc. (NASDAQ: PINC), a leading healthcare improvement company, today announced its audit and compliance committee and board of directors authorized the use of up to $100 million in cash to partially settle its upcoming member-owner exchange of Class B common units of Premier Healthcare Alliance, L.P. on October 31, 2016.
“Settling a portion of the upcoming exchange for cash reflects management’s belief that this is an appropriate use of capital at this time, given the number of Premier’s Class A common shares currently outstanding, our stock’s recent valuation, and the company’s solid financial position,” said Craig McKasson, chief financial officer. “Furthermore, the amount of cash authorized for the settlement doesn’t restrict Premier’s ability to execute our current business strategy or capitalize on future acquisition opportunities.”
Historically, Premier has settled each quarterly exchange solely with Class A common stock. However, as part of the exchange process, the company has the right to settle the exchange of Class B common units in either cash, Class A common stock, or a combination thereof.
For the October 31st exchange, 46 of the company’s 171 member owners have indicated that they plan to exchange approximately 5.0 million Class B common units. Each exchanging member owner also has the right to rescind its decision leading up to the exchange date. Any Class B common units not settled in cash will be exchanged for Class A common shares on a one-for-one basis, and be eligible to trade into the market after exchange. As a result of its decision to settle part of the exchange for cash, the company does not plan to conduct a company-directed offering, as it has voluntarily done in the past two years following the October 31st exchange.
Information regarding the final terms of the exchange settlement will be provided by a Form 8-K filing with the SEC on or about October 31, 2016.
About Premier Inc.
Premier Inc. (NASDAQ: PINC) is a leading healthcare improvement company, uniting an alliance of approximately 3,750 U.S. hospitals and 130,000 other providers. With integrated data and analytics, collaboratives, supply chain solutions, and advisory and other services, Premier enables better care and outcomes at a lower cost. Premier, a Malcolm Baldrige National Quality Award recipient, plays a critical role in the rapidly evolving healthcare industry, collaborating with members to co-develop long-term innovations that reinvent and improve the way care is delivered to patients nationwide. Headquartered in Charlotte, N.C., Premier is passionate about transforming American healthcare. Please visit Premier’s news and investor sites on www.premierinc.com; as well as Twitter, Facebook, LinkedIn, YouTube, Instagram, Foursquare and Premier’s blog for more information about the company.
Matters discussed in this release that are not statements of historical or current facts, such as the anticipated number of Class B common units exchanged and the actual amount of cash used or shares of Class A common stock issued in the exchange settlement, as discussed herein, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Premier to be materially different from historical results or from any future results or projections expressed or implied by such forward-looking statements. Accordingly, readers should not place undue reliance on any forward looking statements. In addition to statements that explicitly describe such risks and uncertainties, readers are urged to consider statements in the conditional or future tenses or that include terms such as “believes,” “belief,” “expects,” “estimates,” “intends,” “anticipates” or “plans” to be uncertain and forward-looking. Forward-looking statements may include comments as to Premier’s beliefs and expectations as to future events and trends affecting its business and are necessarily subject to uncertainties, many of which are outside Premier’s control. More information on potential factors that could affect Premier’s financial results is included from time to time in the “Forward Looking Statements,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Premier’s periodic and current filings with the SEC and available on Premier’s website at investors.premierinc.com. Forward looking statements speak only as of the date they are made. Premier undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise that occur after that date.