Primary Health Care (PRY) announced today that it will declare its $4.10 offer for Symbion Health (SYB) unconditional and accelerate the payment terms if it receives at least 50.1% of acceptances by December 10.
Managing director of Primary, Edmund Bateman, said Primary's all-cash offer was at an attractive premium to the top end of the Independent Expert's valuation range for Symbion of $3.52 to $3.91 per share.
"Symbion shareholders now have the real opportunity to receive a highly attractive cash offer in an accelerated time frame."
Primary, which already holds a 20% stake in Symbion, was recently embroiled in a survival of the fittest contest against Healthscope to acquire Symbion.
However, Healthscope's proposal to acquire all Symbion's diagnostics assets collapsed on Tuesday following adverse tax ruling from the ATO. In a strategic move, Healthscope has subsequently taken a 10% stake in Symbion via an entity swap arrangement with Goldman Sachs JBWere.
The failed Healthscope proposal was the second unsuccessful attempt by the company to gain ownership of Symbion's diagnostics assets.
The proposal had received approval from the Symbion board, but was conditional upon securing a favourable ATO ruling, which it did not receive.
This was good news for Primary, which had hotly contested the offer and made its own $2.65 billion takeover bid for Symbion.
Primary also pointed out today that the adjusted average (what?) for Symbion between November 27 and close of trading on November 29 was $3.93 per share, "which highlights the attractiveness of Primary's $4.10 per share cash offer."
"Primary encourages Symbion shareholders to accept Primary's offer as soon as possible and in any case, prior to close of business on 10 December 2007, so that if the above circumstances occur, Primary can declare its offer unconditional and accelerate payment to Symbion shareholders," said Dr Bateman.
"If this occurs, Symbion shareholders who have accepted Primary's offer will be sent their consideration before Christmas."
Primary's Bidder's statement will be sent to Symbion shareholders on or about December 4 and the offer is scheduled to close on January 7, unless otherwise extended or withdrawn.
Primary fell by 12 cents today to close down at $12.40, while Symbion gained 9 cents to finish up at $4.05.
