National Home Health Care (NASDAQ:NHHC)
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From Dec 2019 to Dec 2024
National Home Health Care Corp. (NASDAQ:NHHC), a provider of home health
care and staffing services in the Northeast, today reported that at a
special meeting of its shareholders held in New York City on June 15,
2007, the shareholders of NHHC approved and adopted the amended merger
agreement, dated as of June 4, 2007, by and among NHHC and affiliates of
Angelo Gordon & Co.
Pursuant to the amended agreement approved by the shareholders, NHHC’s
shareholders will be entitled to receive $12.75 per share in cash (other
than Frederick H. Fialkow to whom a portion of his merger consideration
will be paid by promissory note). Completion of the transaction is
currently expected to occur no later than September 10, 2007, subject
to, among other things, the satisfaction (or waiver, where applicable)
of the closing conditions, including the absence of a material adverse
effect and obtaining the approval of the New York State Department of
Health. There can be no assurance that these conditions will be
satisfied in a timely fashion or at all. With respect to the previously
disclosed closing condition regarding the expiration of the waiting
period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976,
as amended, NHHC was granted early termination of said waiting period
effective June 15, 2007.
As previously disclosed, Angelo Gordon has consented to a settlement of
the class action lawsuit in exchange for the payment of an additional
$0.10 per share in cash to all NHHC shareholders other than the
directors and officers of NHHC and their families, subject to reaching
an agreement on the language of a stipulation of settlement. Counsel for
the parties have agreed in principle to settle the action and are
currently negotiating the language of a memorandum of understanding.
Under the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995, certain statements contained in this press release
regarding NHHC and/or NHHC management’s
intentions, hopes, beliefs, expectations or predictions of the future
are forward-looking statements. These forward-looking statements are not
historical facts and are only estimates or predictions. Actual results
may differ materially from those projected as a result of risks and
uncertainties detailed from time to time in NHHC’s
filings with the U.S. Securities and Exchange Commission. NHHC does not
intend, or undertake any obligation, to update publicly any
forward-looking statements, whether as a result of future events, new
information, or otherwise.