The Board of Directors of InfuSystem Holdings, Inc. (NYSE MKT: INFU) (“InfuSystem” or the “Company”), a leading provider of infusion pumps and related services for the U.S. healthcare industry, today issued an open letter to all shareholders. The full text reads as follows:
July 31, 2013Open Letter to All Shareholders
The Special Committee of the Board of Directors (the “Special Committee”) of InfuSystem Holdings, Inc. (the “Company”), after long and careful deliberation and with the participation and assistance of the Company’s senior management team, has decided that it is in the best interest of all shareholders of the Company to terminate the consideration of a potential sale of the Company. This will allow management to focus on growing revenue, increasing profitability, serving our customers, building an enduring business and, thus, creating long-term value for all of the Company’s shareholders.
Following thorough discussions with the Special Committee through the Company’s investment banking advisors, Ryan Morris and his potential financing partners have decided not to accept the offer made by the Special Committee in its letter dated July 18, 2013. In that letter, the Special Committee was willing to agree to a reasonable period of exclusivity for due diligence and dialogue in order to better understand and address concerns regarding future risks to the Company as well as to assist Mr. Morris and his financing sources to potentially increase the value of their proposal. While the Special Committee appreciates Mr. Morris trying to increase shareholder value via a transaction, the Special Committee continues to believe that the value of the Company is above the proposed offer range of $1.85 to $2.00 per share in cash.
Since the spring of 2012, the Company and its management team have dealt with numerous issues, including the distractions and costs associated with the evaluation of potential strategic alternatives. Despite these distractions and major changes in healthcare reimbursement, the Company has continued to achieve its goals. The Special Committee believes that the current management team, led by CEO Eric Steen, can and will effectively meet the reimbursement challenges and develop new growth initiatives.