Mountain Acquisition Corp. and Mountain Merger Sub Corp., both affiliates of Vestar Capital Partners V, L.P. (“ Vestar”) formed for the purpose of acquiring Health Grades, Inc. (Nasdaq: HGRD) (“ HealthGrades”), and HealthGrades today announced the successful completion of the cash tender offer for all of the outstanding shares of common stock of HealthGrades at a purchase price of $8.20 per share in cash, without interest and less any applicable withholding taxes, as specified in the offer to purchase dated August 10, 2010, as amended, and the related letter of transmittal. The tender offer expired at 9:00 AM, New York City time, on October 7, 2010.
“Now more than ever, consumers are looking for trusted sources to help make informed healthcare choices,” said Roger Holstein, managing director of Vestar and co-head of its Healthcare Sector. “With more than 200 million annual visitors to the HealthGrades web sites, the company is fast becoming America’s leading source of information on physicians and hospitals. We are excited to partner with the entire HealthGrades team in their mission to help consumers make more informed healthcare choices.”
“In a world of increasing transparency and demand for decision-making data, HealthGrades is well positioned to play an important role that benefits all of healthcare’s varied constituents,” said Kerry R. Hicks, chairman and chief executive officer of HealthGrades. “With unique domain expertise, and a portfolio of leading healthcare services assets, HealthGrades is positioned for growth and expansion. Vestar will add significant, real value as we expand our franchise and continue to build our business with America’s consumers, their physicians and hospitals.”
The depositary for the tender offer advised that, as of the expiration time, 24,916,269 HealthGrades shares were validly tendered and not withdrawn (not including 334,897 shares delivered pursuant to notices of guaranteed delivery). Accordingly, Mountain Merger Sub Corp. accepted for payment all such shares in accordance with the terms of the tender offer. In addition, Mountain Merger Sub Corp. purchased 5,108,954 shares directly from executive officers of HealthGrades pursuant to previously disclosed tender and support agreements with such officers. As a result of these transactions, Mountain Merger Sub Corp. owned approximately 86% of the outstanding shares of HealthGrades.