By moving forward with its original plans, Skolnick says Glenview is "keeping its options open." If it is successful in getting a new board elected, then Glenview could press shareholders to reject the CHS offer in favor of letting the new board negotiate for what could be a better deal. In its press statement, Glenview officials say the CHS proposal "establishes an important floor value" for HMA shareholders to evaluate.
"As the sitting board has entered into a sale agreement concurrent with management vacancy, disappointing results, and a reduced outlook, it is difficult to assess whether the value offered… represents full and fair value or the price offered by an opportunistic acquirer to a distressed seller."
In addition, continuing its efforts to put a new board in place, Glenview wants to bring in Alvarez & Marsel, a consulting firm which specializes in turnaround and interim management, performance improvement, and business advisory services.
A&M would be tasked with strengthening the floor value of the CHS proposal, identifying areas of operational compliance and financial improvement, enhancing current regulatory and compliance efforts, providing long-term financial forecasts, and investigating and presenting alternative proposals to the CHS acquisition.
CHS declined comment on the Glenview action.