HEARUSA, INC. 
By HearUSA Announces Agreement for
Sale of Assets to SiemensWest Palm Beach, Fla. - August 1, 2011 -- HearUSA, Inc., a leader among the nation's hearing care providers, announced today that Audiology Distribution, LLC, a wholly owned subsidiary of Siemens Hearing Instruments, Inc. submitted the highest and best bid for the purchase of substantially all of the assets of the company in the July 29, 2011 Section 363 auction conducted under bidding procedures established for HearUSA's Chapter 11 bankruptcy proceedings. The U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division approved the sale today. The company expects to close the transaction within 30 days of the final sale order.
The bid by Audiology Distribution includes aggregate consideration of approximately $129 million plus a waiver by Siemens of distribution on 6.4 million shares of HearUSA common stock owned by Siemens. For purposes of the bidding, the company estimated the value of the waiver of distribution to be in the range of $6.0 to $7.0 million, subject to final reconciliation of assumed liabilities, excluded liabilities, taxes and common stock dilution effects of the transaction. The estimated $129 million purchase price is comprised of $66.8 million in cash, which includes repayment or assumption of the $10 million debtor-in-possession (DIP) financing provided by the stalking horse bidder, William Demant Holdings A/S, plus the payment of cure costs for assumed contracts, the assumption of various liabilities of the company and certain of its subsidiaries and the assumption of the company's existing supply agreement with Siemens. It is expected that the cash portion of the purchase price in excess of the repayment or assumption of the DIP financing will be used to pay the company's remaining unsecured creditor claims and wind up costs of the company, with the balance to be distributed to equity holders of the company.
In connection with the auction, HearUSA and Audiology Distribution entered into an asset purchase agreement that was filed with the bankruptcy court today and the subject of the court's sale order issued today.
HearUSA is being advised by Sonenshine Partners LLC, financial advisors, Berger Singerman, bankruptcy counsel, and Development Specialists, Inc., restructuring advisors.
About HearUSA
HearUSA is the recognized leader in hearing care for the nation's top managed care organizations through its 134 company-owned centers and network of more than 1,800 hearing care providers. HearUSA is the nation's only hearing care provider accredited by URAC, an independent, nonprofit health care accrediting organization dedicated to promoting health care quality through accreditation, certification and commendation. HearUSA is also the administrator of the AARP Hearing Care program, designed to help millions of Americans aged 50+ who have untreated hearing loss.www.hearusa.com.
Company Contact:
HearUSA, Inc. Gino Chouinard Interim CEO, President and COO Tel 561-478-8770 x133HUG#1535429
