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May 27, 2014
10:03 EDTKND, GTIVKindred says disappointed, but not deterred, by Gentiva 'poison pill'
Kindred Healthcare (KND) announded it sent a letter to the Gentiva Health (GTIV) Board of Directors in response to the poison pill, also known as a “shareholder rights plan,” implemented by the Gentiva Board and disclosed by Gentiva on Friday, May 23. In the letter, Kindred stated in part: "Since the May 15, 2014 public announcement of our offer to acquire Gentiva for total consideration of $14.00 per share, we have heard from both companies’ shareholders – and sell-side research analysts have reported – that they support a combination and that the price is a very compelling and significant premium to Gentiva’s historic trading price and projected earnings estimates. We are certain you have heard the same from your shareholders. We are disappointed, however, that instead of listening to your shareholders – the true owners of Gentiva – and immediately entering into good faith negotiations with Kindred, your Board has instead implemented a poison pill that limits shareholders’ opportunity to maximize the value of their investment. We question the motive and timing of such implementation, which limits not just Kindred, but all Gentiva shareholders from increasing their investment in the company...Despite Gentiva’s actions, we will not be deterred. We are determined to pursue the proposed combination of Kindred and Gentiva and are committed over the long-term to achieving our objective. We are ready, willing and able to quickly proceed toward consummating a negotiated transaction."
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