Feb. 20, 2013
/PRNewswire/ -- HealthSouth Corporation (NYSE: HLS) today announced it is commencing a "modified Dutch auction" tender offer in which the Company will offer to purchase up to
,000 of its common stock at a price per share not less than
and not greater than
. Yesterday's closing price of HLS common stock was
per share. The tender offer will expire at 12:00 midnight
New York City
time, at the end of
Tuesday, March 19, 2013
, unless extended by the Company. Tenders of shares must be made on or prior to the expiration of the tender offer and may be withdrawn at any time prior to the expiration of the tender offer, in each case, in accordance with the procedures described in the tender offer materials.
A "modified Dutch auction" tender offer allows stockholders to indicate how many shares and at what price within the Company's specified range they wish to tender. Based on the number of shares tendered and the prices specified by the tendering stockholders, the Company will determine the lowest price per share within the range that will enable the Company to purchase
of its common stock (or a lower amount if the offer is not fully subscribed). All shares purchased by the Company in the tender offer will be purchased at the same price. The Company will not purchase shares below a stockholder's indicated price, and in some cases, the Company may actually purchase shares at a price that is above a stockholder's indicated price under the terms of the tender offer. Stockholders whose shares are purchased in the tender offer will be paid the determined purchase price in cash, less any applicable withholding taxes and without interest, after the expiration of the tender offer.
The tender offer will not be conditioned upon any minimum number of shares being tendered. The Company expects to fund the purchases in the tender offer with a combination of cash on hand and availability under the Company's revolving credit facility.