AMN Healthcare Files Shelf Registration Statement
SAN DIEGO, Apr 05, 2005 (BUSINESS WIRE) -- AMN Healthcare Services, Inc. (NYSE:AHS) announced today that it has filed a shelf registration statement with the Securities and Exchange Commission to register 12,931,303 shares of the Company's common stock owned by affiliates of Haas Wheat & Partners, L.P., a private equity investment firm whose affiliates have owned shares of the Company since 1999. The registration statement will register all of the Company's common stock owned by affiliates of Haas Wheat & Partners, L.P. (collectively, the "HWP Stockholders"), which represents 45.4% of the shares currently outstanding. The HWP Stockholders are the only selling stockholders, and they will receive all of the net proceeds from any offering under this shelf registration statement. The Company and members of management will not sell any shares, nor receive any proceeds, pursuant to this shelf registration statement.
Upon effectiveness of the registration statement, the HWP Stockholders may sell their shares through various transactions as described in the registration statement. Sales of the Company's common stock under the registration statement will facilitate the HWP Stockholders' orderly disposition of its shares and should also increase the public float in the Company's common stock.
A registration statement relating to these securities has been filed with the Securities and Exchange Commission, but has not yet become effective. These securities may not be sold under this registration statement, nor may offers to buy be accepted, prior to the time the registration becomes effective. This announcement shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. A prospectus relating to these shares may be obtained from the Company's Senior Director of Investor Relations at 12400 High Bluff Drive, San Diego, CA 92130.
Company Summary
AMN Healthcare Services, Inc., a leading healthcare staffing company, is the largest nationwide provider of travel nurse staffing services. The company recruits nurses and allied health professionals nationally and internationally and places them on temporary assignments, of variable lengths, at acute-care hospitals and healthcare facilities throughout the United States.
Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The company has tried, whenever possible, to identify these forward-looking statements using words such as "anticipates," "believes," "estimates," "projects," "expects," "plans," "intends" and similar expressions. Similarly, statements herein that describe the company's business strategy, outlook, objectives, plans, intentions or goals are also forward-looking statements. Accordingly, such forward-looking statements involve known and unknown risks, uncertainties and other factors which could cause the company's actual results, performance or achievements to differ materially from those expressed in, or implied by, such statements. These risks and uncertainties may include, but are not limited to: the company's ability to continue to recruit and retain qualified temporary healthcare professionals at reasonable costs; the company's ability to attract and retain sales and operational personnel; the company's ability to enter into contracts with hospitals and other healthcare facility clients on terms attractive to the company and to secure orders related to those contracts; the company's ability to demonstrate the value of its services to its healthcare and facility clients; changes in the timing of hospital and healthcare facility clients' orders for and the company's placement of its temporary healthcare professionals; the general level of patient occupancy at the company's hospital and healthcare facility clients' facilities; the overall level of demand for services offered by temporary healthcare staffing providers; the ability of the company's hospital and healthcare facility clients to retain and increase the productivity of their permanent staff; the company's ability to successfully implement its strategic growth, acquisition and integration strategies; the company's ability to leverage its cost structure; the performance of the company's management information and communication systems; the effect of existing or future government legislation and regulation; the company's ability to grow and operate its business in compliance with legislation and regulation; the impact of medical malpractice and other claims asserted against the company; the disruption or adverse impact to the company's business as a result of a terrorist attack; the company's ability to carry out its business strategy; the effect of recognition by the company of an impairment to goodwill; the effect of control by the company's existing majority stockholder; and the effect of adjustments by the company to accruals for self-insured retentions. Other factors that could cause actual results to differ from those implied by the forward-looking statements contained in this press release are set forth in the company's annual report on Form 10-K for the year ended December 31, 2004, and the company's current reports on Form 8-K. These statements reflect the company's current beliefs and are based upon information currently available to it. Be advised that developments subsequent to this release are likely to cause these statements to become outdated with the passage of time.
SOURCE: AMN Healthcare Services, Inc.
AMN Healthcare Services, Inc.
David C. Dreyer, Chief Financial Officer
Christopher Schwartz, Senior Director, Investor Relations
866-861-3229