Adeptus Health Inc. Announces Common Stock Offering

LEWISVILLE, Texas, May 4, 2015 /PRNewswire/ -- Adeptus Health Inc. (NYSE: ADPT) (the "Company" or "Adeptus Health") today announced the offering of 2,100,000 shares of its Class A common stock, of which 1,349,671 shares are to be sold by the Company, and 750,329 shares are to be sold by an affiliate of Sterling Partners (the "Selling Stockholder"). In addition, the Company and the Selling Stockholder have granted the underwriters an option to purchase up to 315,000 additional shares of common stock. The Company intends to use the net proceeds from the offering received by it to purchase, for cash, 1,349,671 limited liability company units of Adeptus Health LLC, its direct subsidiary, from certain of the unit holders of Adeptus Health LLC, including certain of the Company's directors and executive officers. The Company will not receive any of the proceeds from the sale of shares of Class A common stock by the Selling Stockholder. The offering is subject to market and other conditions.

Goldman, Sachs & Co. and BofA Merrill Lynch are acting as joint book-running managers and the representatives of the underwriters, and BMO Capital Markets, Evercore ISI, Piper Jaffray, RBC Capital Markets and Dougherty & Company are acting as co-managers of the offering.

The offering will be made only by means of a prospectus. Copies of the preliminary prospectus related to the offering may be obtained, when available, from Goldman, Sachs & Co., via telephone: (866) 471-2526; facsimile: (212) 902-9316; email: [email protected]; or standard mail at Goldman, Sachs & Co., Attn.: Prospectus Department, 200 West Street, New York, NY, 10282 or BofA Merrill Lynch, via email: [email protected] or standard mail at BofA Merrill Lynch, Attn: Prospectus Department, 222 Broadway, New York, NY 10038.

A registration statement on Form S-1 relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or 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.

About Adeptus Health

Adeptus Health Inc. owns and operates First Choice Emergency Room in Texas and, in partnership with University of Colorado Health (UCHealth), in Colorado. Together with Dignity Health, the company also owns and operates Dignity Health Arizona General Hospital and a newly opened freestanding emergency room in the Phoenix area.  First Choice Emergency Room is the nation's largest and oldest network of independent freestanding emergency rooms. First Choice Emergency Room currently has facilities in Austin, Dallas/Fort Worth, Houston and San Antonio in Texas. In Colorado, facilities are in Colorado Springs and Denver in partnership with University of Colorado Health (UCHealth). Dignity Health Arizona General Hospital is a full service general hospital in the Phoenix area.

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, which reflect Adeptus Health's current views with respect to, among other things, the anticipated results from the partnership with UCHealth. You can identify these forward-looking statements by the use of words such as "outlook," "believes," "expects," "potential," "continues," "may," "will," "should," "could," "seeks," "projects," "predicts," "forecasts," "intends," "plans," "estimates," "anticipates" or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties, including risks related to the successful partnering with UCHealth and those risks described under the section entitled "Part I, Item 1A. Risk Factors" of Adeptus Health's Annual Report on Form 10-K for the fiscal year ended December 31, 2014, filed with the Securities and Exchange Commission ("SEC"), as such factors may be updated from time to time in Adeptus Health's periodic filings with the SEC, which are accessible on the SEC's website at www.sec.gov. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this release and in Adeptus Health's filings with the SEC. Adeptus Health 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.

Media Contact:

Jackie Zupsic
Hill & Knowlton Strategies
[email protected]
Tel: (212) 885-0590

Investor Relations Contact:

Susan A. Noonan
S.A. Noonan Communications
[email protected]
Tel: (212) 966-3650

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SOURCE Adeptus Health

Related Links

http://www.adhc.com