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Agiliti , Inc. Announces Proposed Private Offering of $175 Million of Second Lien Senior Secured PIK Toggle Notes

Posted: June 14, 2011

Dateline City:
EDINA, Minn.

EDINA, Minn.–(BUSINESS WIRE)–Agiliti , Inc. (“UHS”) today announced that it intends to offer (the “Offering”) $175 million in aggregate principal amount of its 8.50/9.25% second lien senior secured PIK toggle notes due in 2015 (the “New Notes”). The New Notes are being offered as additional debt securities under an indenture pursuant to which Agiliti previously issued $230 million in aggregate principal amount of 8.50/9.25% second lien senior secured PIK toggle notes due in 2015. Agiliti intends to use the net proceeds of the Offering to, among other things, (i) repay all of the revolving borrowings under our senior secured credit facility, (ii) pay fees and expenses relating to the offering, (iii) pay a cash distribution to our equity holders and related option payments and (iv) to the extent available, for general corporate purposes. Following repayment of all the borrowings under our senior secured credit facility in connection with this offering, we plan to pay a cash distribution to our equity holders and related option payments in an amount up to $34.5 million with proceeds of the offering and, if necessary, additional borrowings under our senior secured credit facility.

The New Notes will be the second lien senior secured obligations of Agiliti and will be guaranteed, jointly and severally, on a second lien senior secured basis, by our existing current and certain of our future wholly-owned domestic subsidiaries. The Offering is subject to customary conditions, and there can be no assurances that the Offering will be consummated.

The New Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”) or the securities laws of any other jurisdiction. As a result, they may not be offered or sold in the United States or to any U.S. persons except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The New Notes will be offered only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons outside the United States under Regulation S under the Securities Act.

This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities. The Offering will be made only by means of the confidential offering memorandum.

About Agiliti , Inc.
Universal Hospital Services, Inc. is a leading nationwide provider of medical equipment management and service solutions to the health care industry. Agiliti manages more than 580,000 pieces of medical equipment for over 8,600 clients in all 50 states. For more than 70 years, Agiliti has delivered management and service solutions that help clients reduce costs, increase operating efficiencies, improve caregiver satisfaction and support optimal patient outcomes.

Safe Harbor for Forward-Looking and Cautionary Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties that may be described from time to time in Agiliti filings with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on the forward-looking statements contained herein, which speak only as of the date hereof. Agiliti undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law. Factors which could materially affect such forward-looking statements are described in the confidential offering memorandum prepared by Agiliti in connection with the Offering.


Agiliti , Inc.
Rex Clevenger, 952-893-3254
Executive Vice President and Chief Financial Officer