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Fresenius Medical Care
Investor News Fresenius Medical Care AG & Co. KGaA
Phone: + 49 6172 609 2601
Fax: + 49 6172 609 2301
E-mail: ir@fmc-ag.com
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E-mail: ir@fmc-ag.com
Internet: http://www.fmc-ag.com
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Fresenius Medical Care Announces Signing of Definitive
Agreement to Divest Facilities in Connection with
Renal Care Group Acquisition
Bad Homburg, Germany - Fresenius Medical Care AG & Co. KGaA (Frankfurt Stock
Exchange: FME, FME3) (NYSE: FMS, FMS-p), the world's largest provider of
dialysis products and services, today announced that its wholly-owned subsidiary
Fresenius Medical Care Holdings, Inc. and Renal Care Group, Inc. (NYSE:RCI) have
entered into a definitive agreement to sell approximately 100 dialysis clinics
serving on average approximately 60 to 65 patients per clinic to National Renal
Institutes, Inc., a wholly owned subsidiary of DSI Holding Company, Inc. (DSI).
The execution of this agreement is an important step toward concluding the
review by the United States Federal Trade Commission (FTC) of Fresenius Medical
Care's acquisition of Renal Care Group.
Fresenius Medical Care AG & Co. KGaA, February 15, 2006 1 of 3
The purchase price for the divested clinics is approximately $450 million to be
paid in cash, subject to post-closing adjustments for working capital and other
routine matters. The sale of the clinics is expected to close shortly after the
completion of Fresenius Medical Care's acquisition of Renal Care Group, Inc.
Ben Lipps, Chief Executive Officer of Fresenius Medical Care, commented: "We are
very pleased to have reached an agreement with such a qualified and committed
buyer at a facility valuation that is comparable to recently announced
transactions in the renal industry. We are confident that DSI is as committed as
Fresenius Medical Care and Renal Care Group to continuing to provide
high-quality care for our patients while we accomplish a smooth and prompt
transition that supports our employees and affiliated physicians. We look
forward to completing our merger with Renal Care Group, which is targeted to
close on or before March 31, 2006, subject to meeting all closing conditions
including final approval by the FTC."
Fresenius Medical Care is hosting a conference call to be broadcast live via the
Internet on Wednesday, February 22, 2006, at which time the Company will present
its full year 2005 financial results. During the call, the Company will also
discuss the divestiture of the clinics.
Following the completion of the acquisition of Renal Care Group, Fresenius
Medical Care will own and operate approximately 1,500 dialysis clinics in North
America, which will serve approximately 115,000 patients.
Banc of America Securities LLC acted as financial advisor to Fresenius Medical
Care in connection with this transaction.
Fresenius Medical Care AG & Co. KGaA, February 15, 2006 2 of 3
About National Renal Institutes, Inc.
National Renal Institutes, Inc., is a wholly-owned subsidiary of DSI Holding
Company, Inc. (DSI), a healthcare services company based in Nashville,
Tennessee, that operates kidney dialysis treatment clinics, hospitals and acute
care centers. By placing emphasis on specific areas of medicine and surgery, DSI
facilities can focus on delivering comprehensive care that carefully coordinates
all the disciplines in one setting. The DSI concept is designed to provide
excellent patient care and improve the quality of life for the patients,
patients' families, employees, and physicians at DSI facilities.
Fresenius Medical Care is the world's largest, integrated provider of products
and services for individuals undergoing dialysis because of chronic kidney
failure, a condition that affects more than 1,300,000 individuals worldwide.
Through its network of approximately 1,670 dialysis clinics in North America,
Europe, Latin America, Asia-Pacific and Africa, Fresenius Medical Care provides
dialysis treatment to approximately 130,400 patients around the globe. Fresenius
Medical Care is also the world's leading provider of dialysis products such as
hemodialysis machines, dialyzers and related disposable products.
For more information about Fresenius Medical Care visit the Company's website at
This release contains forward-looking statements that are subject to various
risks and uncertainties. Actual results could differ materially from those
described in these forward-looking statements due to certain factors, including
changes in business, economic and competitive conditions, regulatory reforms,
foreign exchange rate fluctuations, uncertainties in litigation or investigative
proceedings, and the availability of financing. These and other risks and
uncertainties are detailed in Fresenius Medical Care AG & Co. KGaA's reports
filed with the U.S. Securities and Exchange Commission. Fresenius Medical Care
AG & Co. KGaA does not undertake any responsibility to update the
forward-looking statements in this release.
Fresenius Medical Care AG & Co. KGaA, February 15, 2006 3 of 3