SOURCE: American Dental Partners, Inc.

American Dental Partners, Inc.

August 18, 2009 19:47 ET

American Dental Partners Announces Pricing of Common Stock Offering and Commitments for Senior Debt Refinancing

WAKEFIELD, MA--(Marketwire - August 18, 2009) - American Dental Partners, Inc. (NASDAQ: ADPI) announced today that it priced a public offering of 2,260,000 shares of common stock at $12.00 per share with expected net proceeds of approximately $25,337,000 after deducting underwriting discounts and commissions and estimated expenses of the offering (assuming no exercise of an over-allotment option to purchase an additional 339,000 shares granted by the Company to the underwriter). The Company also announced that it has received commitments from lenders for a new $130,000,000 senior secured credit facility, which includes a $50,000,000 revolving credit facility and an $80,000,000 term loan.

The net proceeds from the public offering of common stock and borrowings available under the new senior credit facility will be used to retire the Company's existing senior secured revolving credit facility and term loan and the balance will be available for other general and working capital purposes. The closing of the public offering of shares and the senior credit facility are expected to take place on August 21, 2009.

The Company expects at closing the term loan to be fully funded and the revolving credit facility to have borrowings of approximately $5,000,000. At closing, approximately $45,000,000 will remain undrawn on the revolving credit facility and based on financial covenants $39,000,000 will be available for borrowing under the revolving credit facility. Under the new credit facility, the Company will be permitted to make acquisitions of up to $25,000,000 annually, subject to various financial covenants.

Robert W. Baird & Co. acted as the sole underwriter for the public offering. The offering is being made only by means of a prospectus and related prospectus supplement, copies of which may be obtained upon request to Robert W. Baird & Co. Incorporated, 777 East Wisconsin Avenue, Galleria Level, Milwaukee, Wisconsin 53202-5391, or by calling 1-800-792-2413. Copies of the prospectus and prospectus supplement are also available on the Securities and Exchange Commission website at www.sec.gov.

KeyBank, RBS Citizens and Bank of America will be lead lenders under the senior secured credit facility and participating lenders will include TD Bank, Regions Bank and CapitalSource Bank.

This press release does not constitute an offer to sell these securities or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

American Dental Partners is one of the nation's leading business partners to dental group practices. The Company is affiliated with 26 dental group practices which have 242 dental facilities with approximately 2,131 operatories located in 18 states.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: With the exception of the historical information contained in this news release, the matters described herein contain "forward-looking" statements that involve risk and uncertainties that may individually or collectively impact the matters herein described, including but not limited to the Company's risks associated with its ability to refinance its credit facilities on satisfactory terms, overall or regional economic conditions, dependence upon affiliated dental practices, contracts its affiliated practices have with third-party payors, government regulation of the dental industry, impact of health care reform, dependence upon service agreements and the impact of any terminations or potential terminations of such contracts, business interruptions, the outcome of pending litigation and the Company's acquisition and affiliation strategy, which are detailed from time to time in the "Risk Factors" section of the Company's SEC reports, including the annual report on Form 10-K for the year ended December 31, 2008 and quarterly reports on Form 10-Q.

Contact Information

  • Contacts:
    Gregory A. Serrao
    Chairman, President and Chief Executive Officer
    781-224-880

    Breht T. Feigh
    Executive Vice President, Chief Financial Officer and Treasurer
    781-224-0880

    American Dental Partners, Inc.
    401 Edgewater Place, Suite 430
    Wakefield, MA 01880
    Phone: 781/224-0880
    Fax: 781/224-4216