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Norfolk, VA – October 10, 2006 – FHC Health Systems, Inc. filed a lawsuit earlier today in the Court of Chancery of the State of Delaware seeking to compel Psychiatric Solutions, Inc. (NASDAQ: PSYS) to complete the previously announced acquisition of FHC's Alternative Behavioral Systems (ABS) business.
The lawsuit alleges that PSI intentionally breached its obligations under its purchase agreement with FHC, including by wrongfully and secretly working to delay closing the transaction while seeking to reduce the purchase price. Among other things, the suit alleges that PSI, improperly and without the knowledge of FHC, caused regulatory authorities to delay their approval of the transaction. The complaint also alleges that PSI has taken actions to harm
ABS' business.
Edward C. Irby, Chief Executive Officer of ABS, said: "Despite its public statements over the last several months about completing the ABS acquisition, PSI has over that time in discussions with FHC been threatening to terminate the deal and seeking to reduce the purchase price that it agreed to pay. PSI is now trying to justify its breach of its obligations to purchase ABS by falsely asserting that the ABS business has suffered adverse changes." Mr. Irby added, "PSI's buyer's remorse about the price it agreed to pay has resulted in its pursuing a course of wrongful conduct in which it has misled FHC and PSI's shareholders. We intend to hold PSI to the benefit of the bargain we negotiated fairly and will seek to compel completion of the deal and PSI's payment of the $250 million purchase price."
FHC also said it is alternatively seeking damages for PSI's breaches. The company believes that under the terms of the purchase agreement, PSI does not have the right to terminate the agreement. |
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