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2016.03

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泰禾投资正式收购美国上市公司阿莱恩斯踏上国际化征程

浏览：：2016.03.30时间：：2016.03.30

当地时间2016年3月29日凌晨，美国纳斯达克上市公司——阿莱恩斯医疗服务公司(NASDAQ: AIQ，以下简称“阿莱恩斯”)宣布，福建泰禾投资有限公司（以下简称“泰禾投资”）已经全部完成收购该公司51.5%股份的交易，成为该公司的控股股东。福建泰禾投资有限公司创始人、董事长黄其森先生，即日起任命为该公司董事会董事长。

这标志着，自去年以来倍受关注的泰禾投资收购美国医疗上市公司事宜，已经正式宣告成功。泰禾投资由此踏上了进军海外的国际化征程。

美国阿莱恩斯医疗服务公司网站首页

http://www.alliancehealthcareservices-us.com/

　　泰禾投资创立于1996年，系中国上市公司——泰禾集团股份有限公司（SZ.000732，以下简称“泰禾集团”）的第一大股东、控股股东，黄其森亦是泰禾集团的创办人、董事长。泰禾投资的总资产超过130亿美元，涉及房地产开发、金融、证券、生物医药等领域。此前，泰禾投资已经收购了福建汇天生物制药公司，此次收购美国阿莱恩斯后，将有助于在中国内地和海外市场进一步扩大在医疗领域的业务发展。

阿莱恩斯是全美领先的外包医疗健康服务提供商，服务于全美医院及医疗机构。该公司主要运营独立于医院及医疗机构的放射门诊、肿瘤治疗和介入服务诊所,以及移动治疗中心(ASC)。公司通过下属的影像部门、肿瘤放疗部门、介入治疗部门，为患者提供放射诊断、肿瘤放疗以及介入和疼痛管理等医疗服务。该公司是全美最大的移动影像诊断服务提供商，行业领先的医院驻点影像服务商以及全美领先的立体定向放射外科提供商。截至2015年12月31日，该公司服务并管理563台影像诊断和放射治疗设备，其中116台分布于美国各州的医院驻点放射中心；同时，公司还通过32个放疗中心负责相关治疗设施的运营。公司与遍及全美45个州，超过1000所的医院、医疗机构、健康管理部门以及医师协会建立了长期战略合作关系，并通过公司旗下的2430名专业医护人员为病人提供卓越的护理服务。

美国雅虎网站报道截图

　据悉，泰禾投资成为阿莱恩斯控股股东后，除助力巩固该公司在美国医疗市场的地位外，还将有助于该公司进军中国医疗领域，把优秀的放射及肿瘤治疗服务带到中国，为中国患者提供国际领先的医疗服务，同时致力于提高中国的医疗水平。目前，双方正在进一步洽谈和推进与中国相关城市知名医院合作事宜。

当天，美国雅虎和美国商业资讯网当地权威媒体均发布了正式的英文报道，以下为英文报道原文：

Fujian Thai Hot Investment Completes Purchase of a Majority Interest in Alliance HealthCare Services

Alliance HealthCare Services, Inc. (AIQ) (the “Company”, “Alliance”, “we” or “our”), a leading national provider of outsourced radiology, oncology and interventional services, announced today that the Company entered into a Governance, Voting and Standstill Agreement (the “Governance Agreement”) with Fujian Thai Hot Investment Co., Ltd (“Fujian Thai Hot”) with respect to the acquisition by Fujian Thai Hot of 5,537,945 shares of common stock of the Company from funds managed by Oaktree Capital Management, L.P. and MTS Health Investors, LLC, and Larry C. Buckelew (together, the “Selling Stockholders”) (the “Transaction”). Fujian Thai Hot now owns an aggregate of approximately 51.5% of the outstanding common stock of the Company. The Company did not sell any shares in the Transaction.

Tom Tomlinson, Chief Executive Officer and President of Alliance, commented, “We are thrilled to welcome our new partner, Fujian Thai Hot, and look forward to collaborating with our new Board Chairman Qisen Huang as well as Mr. Feng and Dr. Zhang as new Board members. Supported by leadership from Fujian Thai Hot, our team remains focused on executing against our long-term strategic growth plan, improving the long-term profitability of our business and enhancing the value proposition we provide to our customers. Additionally, Fujian Thai Hot’s international experience will help Alliance evaluate global opportunities as we look to expand our footprint, including capitalizing on opportunities in China and other global markets that have an unmet need for quality healthcare services.”

Qisen Huang, Founder and Chairman of Fujian Thai Hot, and as of today, Chairman of the Alliance HealthCare Services Board of Directors (the “Board”), said, “The synergies between our two companies will support strategic growth of Alliance in the decades to come, while at the same time, provide Chinese patients with access to the American standard of healthcare. As we work toward achieving this goal together, we all are contributing to a greater good.”

The Chairman continued, “I respect the great accomplishments that Alliance has made over the past decades which include being a market leader in medical imaging and radiation oncology, as well as accelerating growth in the fragmented pain management sector. I expect the Alliance leadership team to continue executing on its long-term strategies while sharing best practices with the Chinese market. Together, I trust that Fujian Thai Hot and Alliance can make a great difference and change the way healthcare is delivered in China, while continuing strong growth and innovation in the United States.”

Governance Agreement

The Governance Agreement with Fujian Thai Hot is effective as of the closing of the Transaction. The Governance Agreement and other matters related to the Transaction were approved by a Special Committee of the Board composed of independent directors of the Company not affiliated with any Selling Stockholder.

The Governance Agreement provides, in part, that Fujian Thai Hot and its affiliates are prohibited, for a period of three years from the date of the closing of the Transaction, from acquiring additional shares of the Company’s common stock without the prior consent of a majority of the unaffiliated directors, provided that, if Fujian Thai Hot’s beneficial ownership falls below 51.5% of the outstanding common stock, Fujian Thai Hot has the right to acquire additional shares to maintain its beneficial ownership at up to 51.5% if such right is exercised within 120 days of Fujian Thai Hot’s beneficial ownership level falling below such level.

Board Appointees

Qisen Huang, Heping Feng and Tao Zhang were appointed to the Board. The new directors replaced Michael Harmon, Curtis Lane and Aaron Bendikson who resigned from the Board effective as of the closing of the Transaction. Mr. Feng and Mr. Zhang have each been appointed to serve on the Compensation and the Nominating and Corporate Governance Committees of the Board.

Credit Amendment

In connection with the closing of the Transaction, the Company also entered into an Amendment to the Company’s Credit Agreement (the “Credit Amendment”). Under the Credit Amendment, the Company’s Credit Agreement was amended such that the sale of shares of Alliance by the Selling Stockholders to Fujian Thai Hot would not be deemed to constitute a change of control and the soft call provision was reinstated to commence on the date the Credit Amendment is effective and end the date that is twelve (12) months after such commencement.

About Alliance HealthCare Services

Alliance HealthCare Services (AIQ) is a leading national provider of outsourced healthcare services to hospitals and providers. We also operate freestanding outpatient radiology, oncology and interventional services clinics, and Ambulatory Surgical Centers (“ASC”) that are not owned by hospitals or providers. Diagnostic radiology services are delivered through the Radiology Division (Alliance HealthCare Radiology), radiation oncology services are delivered through the Oncology Division (Alliance Oncology), and interventional and pain management services are delivered through the Interventional Services Division (Alliance HealthCare Interventional Partners). Alliance is the nation’s largest provider of advanced diagnostic mobile imaging services, an industry-leading operator of fixed-site imaging centers, and a leading provider of stereotactic radiosurgery nationwide. As of December 31, 2015, Alliance operated 563 diagnostic radiology and radiation therapy systems, including 116 fixed-site radiology centers across the country; and 32 radiation therapy centers and SRS facilities. With a strategy of partnering with hospitals, health systems and physician practices, Alliance provides quality clinical services for over 1,000 hospitals and other healthcare partners in 45 states, where approximately 2,430 Alliance Team Members are committed to providing exceptional patient care and exceeding customer expectations. For more information, visit www.alliancehealthcareservices-us.com.

About Fujian Thai Hot Investment

Fujian Thai Hot Investment Co., Ltd is an investment holding company based in Fuzhou, China, holding a diversified portfolio of assets in various industries including real estate development, securities, hospitality, biomedicine and healthcare. Fujian Thai Hot was founded in 1996 and its total assets exceeded $13 billion as of December 31, 2015. Fujian Thai Hot’s diversified portfolio includes controlling ownership in Thai Hot Group, one of the leading real-estate developers in China listed on the Shenzhen Stock Exchange (SZSE:000732). Fujian Thai Hot is also the third largest shareholder of the Shanghai Stock Exchange listed Dongxing Securities (601198.SS). Fujian Thai Hot expanded its business landscape to include biomedicine and healthcare industry by acquiring a large-scale pharmaceutical company. In early 2015, Fujian Thai Hot made healthcare and medical services one of its top priorities, including radiology and oncology, and it intends to expand healthcare services in mainland China to an underserved healthcare marketplace. Qisen Huang (also cited as “Kisum Wong”) is the Founder and Chairman of Fujian Thai Hot.

Forward-Looking Statements

This press release contains forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to, without limitation, the Company’s long-term value proposition, growth and international market and other opportunities. Forward-looking statements can be identified by the use of forward looking language such as “believe,” “anticipate,” “expect,” “estimate,” “intend,” “plan,” “project,” “will be,” “will continue,” “will result,” “could,” “may,” “might,” or any variations of such words with similar meanings. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. These statements involve risks and uncertainties that could cause actual results to differ materially from those projected. For a complete list of risks and uncertainties, please refer to the Risk Factors section of the Company’s Form 10-K for the year ended December 31, 2015 filed with the Securities and Exchange Commission.

原文链接 http://www.businesswire.com/news/home/20160329006492/en/

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