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Cross Country Healthcare, Inc. (NASDAQ:CCRN) Files An 8-K Entry into a Material Definitive Agreement

Cross Country Healthcare, Inc. (NASDAQ:CCRN) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement

On June 13, 2017, Cross Country Healthcare, Inc. (“Company”) entered into a definitive agreement (the “Agreement”) with Advantage RN LLC, Advantage On Call, LLC, Advantage Locums, LLC and Advantage RN Local Staffing, LLC (collectively “Advantage”) and certain of Advantage’s members to acquire substantially all of Advantage’s businesses and assets. Founded in 2003 and headquartered in West Chester, Ohio, Advantage is one of the largest independent travel nurse staffing companies in the United States. Advantage deploys many of its nurses through Managed Service Provider and Vendor Management Systems and maintains strong direct relationships with many hospitals. The founder and CEO of Advantage, Matt Price, will remain with the business after the transaction closes.
The purchase price is $88 million payable in cash at closing, and is subject to a net working capital adjustment. The Company is financing the acquisition through a combination of cash-on-hand and borrowings under its senior credit facility. In connection with this transaction, the Company has also entered into a commitment to increase the borrowing capacity under its current credit facility by $40 million.
It is anticipated that the closing will occur during the third quarter of 2017, the consummation of which is subject to customary closing conditions.
The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement filed as Exhibit 1.01 to this Form 8-K.
Item 8.01 Other Events
Incorporated by reference is a press release issued by the Company on June 13, 2017 and attached hereto as Exhibit 99.1.The information is being furnished under Item 8.01 and Exhibit 99.1 and shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended or otherwise subject to the liability of such section.
Item 9.01 Financial Statements and Exhibits
Exhibit
Description
1.01
Purchase Agreement, dated June 13, 2017, by and among Cross Country Healthcare, Inc., Advantage RN, LLC, Advantage On Call, LLC, Advantage Locums, LLC and Advantage RN Local Staffing, LLC and certain of Advantage’s members
99.1
Press release issued by the Company on June 13, 2017
About Cross Country Healthcare, Inc. (NASDAQ:CCRN)
Cross Country Healthcare, Inc. (CCRN) is engaged in providing healthcare recruiting, staffing and workforce solutions. The Company operates in three segments: Nurse and Allied Staffing, Physician Staffing and Other Human Capital Management Services. Its nurse and allied staffing segment is engaged in providing traditional staffing, including temporary and permanent placement of travel nurses and allied professionals, and branch-based local nurses and allied staffing through its Cross Country Staffing brand, MSN, AHG, Mediscan and DirectEd brands. Its Physician Staffing segment is engaged in providing physicians in various specialties, certified registered nurse anesthetists (CRNAs), nurse practitioners (NPs) and physician assistants (PAs) under its Medical Doctor Associates (MDA) brand across the United States at various healthcare facilities. Its Other Human Capital Management Services segment is engaged in providing retained and contingent search services.
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