iKang Healthcare Group, Inc. (“iKang” or the “Company”)
(Nasdaq:KANG), a major provider in China’s fast growing private
preventive healthcare services market, today announced that it has
entered into an amendment (the “Amendment”) to its previously
announced Agreement and Plan of Merger dated as of March 26, 2018,
by and among IK Healthcare Investment Limited, IK Healthcare Merger
Limited and the Company (the “Merger Agreement” and, as amended by
the Amendment, the “Amended Merger Agreement”).
Pursuant to the Amendment, Boyu Capital Fund
III, L.P. will join the affiliates of Yunfeng Capital and Alibaba
Group Holding Limited as a sponsor and provide equity financing for
the transactions contemplated by the Amended Merger Agreement (the
“Transactions”).
The Company also amended its currently effective
shareholder rights plan to render it inapplicable to the Amended
Merger Agreement and the Transactions.
Additional Information about the
Merger
The Company will furnish to the SEC a report on
Form 6-K which will include as an exhibit thereto the Amendment.
The Company previously furnished to the SEC a report on Form 6-K
regarding the transactions contemplated by the Merger Agreement,
which included as an exhibit thereto the Merger Agreement. All
parties desiring details regarding the Transactions, including the
merger, are urged to review these documents, which will be
available at the SEC’s website (http://www.sec.gov).
In connection with the proposed Transactions,
including the merger, the Company will prepare and mail a proxy
statement that will include a copy of the Merger Agreement and the
Amendment to its shareholders. In addition, certain participants in
the proposed Transactions will prepare and mail to the Company’s
shareholders a Schedule 13E-3 transaction statement that will
include the Company’s proxy statement. These documents will be
filed with or furnished to the SEC. INVESTORS AND SHAREHOLDERS ARE
URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THESE MATERIALS AND
OTHER MATERIALS FILED WITH OR FURNISHED TO THE SEC WHEN THEY BECOME
AVAILABLE, AS THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
COMPANY, THE PROPOSED TRANSACTIONS, INCLUDING THE MERGER, AND
RELATED MATTERS. In addition to receiving the proxy statement and
Schedule 13E-3 transaction statement by mail, shareholders also
will be able to obtain these documents, as well as other filings
containing information about the Company, the proposed
Transactions, including the merger, and related matters, without
charge, from the SEC’s website (http://www.sec.gov) or at the SEC’s
public reference room at 100 F Street, NE, Room 1580, Washington,
D.C. 20549.
The Company and certain of its directors,
executive officers and other members of management and employees
may, under SEC rules, be deemed to be “participants” in the
solicitation of proxies from its shareholders with respect to the
proposed Transactions, including the merger. Information regarding
the persons or entities who may be considered “participants” in the
solicitation of proxies will be set forth in the proxy statement
and Schedule 13E-3 transaction statement relating to the proposed
Transactions, including the merger, when it is filed with the SEC.
Additional information regarding the interests of such potential
participants will be included in the proxy statement and Schedule
13E-3 transaction statement and the other relevant documents filed
with the SEC when they become available.
This announcement is neither a solicitation of
proxy, an offer to purchase nor a solicitation of an offer to sell
any securities and it is not a substitute for any proxy statement
or other materials that may be filed with or furnished to the SEC
should the proposed merger proceed.
About iKang Healthcare
Group, Inc.
iKang Healthcare Group, Inc. is one of the
largest providers in China’s fast-growing private preventive
healthcare space through its nationwide healthcare services
network.
iKang’s nationwide integrated network of
multi-brand self-owned medical centers and third-party facilities,
provides comprehensive and high-quality preventive healthcare
solutions across China, including medical examination, disease
screening, dental service and other value-added services. iKang’s
customer base primarily comprises corporate clients, who contract
with iKang to deliver medical examination services to their
employees and clients, and receive these services at pre-agreed
rates. iKang also directly markets its services to individual
customers. In the fiscal year ended March 31, 2017 and fiscal first
nine months ended December 31, 2017, iKang served a total of 5.58
million and 5.64 million customer visits, respectively.
As of May 29, 2018, iKang has a nationwide
network of 111 self-owned operating medical centers, covering 33 of
China’s most affluent cities: Beijing, Shanghai, Guangzhou,
Shenzhen, Chongqing, Tianjin, Nanjing, Suzhou, Hangzhou, Chengdu,
Fuzhou, Jiangyin, Changzhou, Wuhan, Changsha, Yantai, Yinchuan,
Weihai, Weifang, Shenyang, Xi’an, Wuhu, Guiyang, Ningbo, Foshan,
Jinan, Bijie, Qingdao, Wuxi, Kaili, Mianyang and Zhenjiang, as well
as Hong Kong. iKang has also extended its coverage to over 200
cities by contracting with over 400 third-party facilities, which
include selected independent medical examination centers and
hospitals across all of China’s provinces, creating a nationwide
network that allows iKang to serve its customers in markets where
it does not operate its own medical centers.
Forward-looking Statements
This press release contains forward-looking
statements. These statements, including management quotes and
business outlook, are made under the “safe harbor” provisions of
the U.S. Private Securities Litigation Reform Act of 1995. These
forward-looking statements can be identified by terminology such as
“will,” “estimate,” “project,” “predict,” “believe,” “expect,”
“anticipate,” “intend,” “potential,” “plan,” “goal” and similar
statements. iKang may also make written or oral forward-looking
statements in its periodic reports to the U.S. Securities and
Exchange Commission, in its annual report to shareholders, in press
releases and other written materials and in oral statements made by
its officers, directors or employees to third parties. Such
statements involve certain risks and uncertainties that could cause
actual results to differ materially from those expressed or implied
in the forward-looking statements. These forward-looking statements
include, but are not limited to, statements about: how the
Company’s shareholders will vote at the meeting of shareholders;
whether competing offers will be made; the expected timing of the
completion of the merger; whether various closing conditions for
the transaction will be satisfied or waived; iKang’s goals and
strategies; its future business development, financial condition
and results of operations; its ability to retain and grow its
customer base and network of medical centers; the growth of, and
trends in, the markets for its services in China; the demand for
and market acceptance of its brand and services; competition in its
industry in China; relevant government policies and regulations
relating to the corporate structure, business and industry;
fluctuations in general economic and business conditions in China.
Further information regarding these and other risks is included in
iKang’s filing with the Securities and Exchange Commission. iKang
undertakes no duty to update any forward-looking statement as a
result of new information, future events or otherwise, except as
required under applicable law.
IR Contact:
iKang Healthcare Group, Inc.Christy
XieDirector of Investor RelationsTel: +86 10 5320
8599Email: ir@ikang.comWebsite: www.ikanggroup.com
FleishmanHillardEmail:
ikang@fleishman.com
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