CHICAGO – Nursing home operator Beverly Enterprises Inc. (search) , which put its company up for sale earlier this year, on Wednesday said it agreed to be acquired by North American Senior Care (search) in a deal it valued at about $1.9 billion.
Beverly executives said the $12.80 per-share bid represented a fair deal, but the stock lost more than 3 percent in opening trading to $12.51, falling below the offer price, as investors balked.
Beverly said the deal was valued at about $1.9 billion, including the repayment of $224 million in net debt.
Earlier this year, Beverly fought off a $1.5 billion unsolicited takeover from a group of investors, saying that bid was too low. The $11.50 offer, disclosed in a regulatory filing in January, was from a group led by Formation Capital.
Beverly, which operates 345 nursing homes, as well as assisted living and hospice centers, said the deal was forged after a broad auction in which it talked with 47 parties.
Beverly said the deal offered the best combination of price, terms and conditions.
"We believe this transaction fairly reflects for our stock holders the many improvements we have made throughout Beverly in recent years, as well as our strong operating and financial momentum," William Floyd, Beverly's chairman and chief executive, said in a statement.
North American Senior Care is an entity formed specifically to engage in this transaction. The parties participating with North American Senior Care in the deal have experience in the acquisition and financing of health-care providers and their real estate portfolios, including the 2004 purchase of Mariner Health Care (search), Beverly said.
Leonard Grunstein, who spoke on behalf of the buyer, said North American Senior Care plans to keep Beverly's headquarters and support functions in Fort Smith, Arkansas, and to retain Beverly's eldercare service businesses.
On Aug. 4, Beverly reported a profit of $46.1 million, or 37 cents per share, and quarterly revenue of $564.1 million.