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8-K - FORM 8-K - VANGUARD HEALTH SYSTEMS INC | g27682e8vk.htm |
Exhibit 99.1
Vanguard Closes Over-Allotment Option
NASHVILLE, TN (July 12, 2011) Vanguard Health Systems, Inc. (NYSE: VHS) (Vanguard)
announced today that Vanguard closed the sale of an additional 3,750,000 shares of its common stock
at the public offering price of $18.00 per share pursuant to the over-allotment option exercised in
full by the underwriters of its recently completed initial public offering. This exercise of the
over-allotment brings the total number of common shares sold by Vanguard in the offering to
28,750,000 shares.
Vanguard
expects to use the net proceeds from the offering to redeem
approximately $63.6 million accreted value of its outstanding
10.375% Senior Discount Notes due 2016 including the 5% redemption
premium thereof.
BofA Merrill Lynch, Barclays Capital, Citi, Deutsche Bank Securities and J.P. Morgan acted as joint
book running managers for the offering.
A registration statement relating to the shares of the common stock of Vanguard has been declared
effective by the U.S. Securities and Exchange Commission. This press release shall not constitute
an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of the
securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such state or jurisdiction.
The offering of these securities will be made only by means of a prospectus, copies of which may be
obtained from the representatives of the several underwriters, BofA Merrill Lynch at 4 World
Financial Center, New York, NY 10080, Attn: Prospectus Department or email
dg.prospectus_requests@baml.com; and Barclays Capital Inc., c/o Broadridge Financial Solutions, at
1155 Long Island Avenue, Edgewood, NY 11717, email: Barclaysprospectus@broadridge.com or telephone:
888-603-5847. The final prospectus also may be obtained on the Securities and Exchange
Commissions Web site at http://www.sec.gov.
About Vanguard
Vanguard owns and operates 26 acute care and specialty hospitals and complementary facilities and
services in Chicago, Illinois; Detroit, Michigan; Phoenix, Arizona; San Antonio, Texas; and
Massachusetts. Vanguards strategy is to develop locally branded, comprehensive healthcare delivery
networks in urban markets.
FORWARD LOOKING STATEMENTS
Information provided and statements contained in this press release that are not purely historical
are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933,
Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform
Act of 1995. Such forward-looking statements only speak as of the date of this press release and
Vanguard assumes no obligation to update the information included in this press release. Such
forward-looking statements often include words such as approximate, believe,
expect, anticipate, intend, plan, estimate or similar expressions. These forward-looking
statements are not historical facts, and are based on current expectations, estimates and
projections about Vanguards industry, managements beliefs and certain assumptions made by
management, many of which, by their nature, are inherently uncertain and beyond
Vanguards control. Accordingly, readers are cautioned that any such forward-looking statements are
not guarantees of future performance or occurrence of events and are subject to certain risks,
uncertainties and assumptions that are difficult to predict. Although Vanguard believes that the
expectations reflected in such forward-looking statements are reasonable as of the date made,
expectations may prove to have been materially different from the results expressed or implied by
such forward-looking statements. Unless otherwise required by law, Vanguard also disclaims any
obligation to update its view of any such risks or uncertainties or to announce publicly the result
of any revisions to the forward-looking statements made in this press release.
Contact:
Vanguard Health Systems, Inc.
Gary Willis
Senior Vice President and Chief Accounting Officer
(615) 665-6098
Vanguard Health Systems, Inc.
Gary Willis
Senior Vice President and Chief Accounting Officer
(615) 665-6098
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