Buyout of Manor Care Inc. restrained by court

By Margarita Snegireva. Manor Care Inc. and private equity firm Carlyle Group will contest a temporary halt on their $4.9 billion merger imposed by a Michigan court, Manor Care said on Thursday.

Photo: Buyout of Manor Care Inc. restrained by court

The temporary restraining order (TRO) was issued earlier on Thursday by the Ingham County Circuit Court.

A hearing in Michigan state court is set for Friday to consider a motion to have the order lifted.

Manor Care said in a statement earlier on Thursday that Carlyle had completed regulatory approval and was closing the transaction, valued at $6.3 billion, including debt.

Manor Care began in 1959, when Stewart Bainum, Sr, a former plumber, opened a nursing home in Wheaton, Maryland. The company went public in 1969.

In 1980, the company merged with the hotel company Quality International, later renamed Choice Hotels, which was also run by Bainum. In 1982, the company acquired nursing home operator Cenco, for $209 million; total facilities were 105, in 19 states. In 1987, Stewart Bainum, Jr., became chairman and CEO, succeeding his father.

In July 2007, the company agreed to a $4.9 billion buyout offer from the private equity firm Carlyle Group; it will no longer be a publicly traded corporation. Analysts said that Carlyle was interested in the company because it owns, rather than leases, nearly all its own facilities and boasts arguably the best real-estate portfolio in the business, with generally well-maintained, newer facilities in good locations, and little mortgage debt. By borrowing against the property to finance the buyout, Manor Care and Carlyle can carry out the deal on favorable terms.

The Carlyle Group is a Washington, D.C. based global private equity investment firm with more than $75.6 billion of equity capital under management.  The firm operates four fund families, focusing on leveraged buyouts, venture & growth capital, real estate and leveraged finance investments. The firm employs more than 515 investment professionals in 21 countries with several offices in North America, South America, Europe, Asia and Australia; its portfolio companies employ more than 286,000 people worldwide. Carlyle has over 1100 investors in 61 countries.