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AI brief of an SEC Form 8-K · U.S. Physical Therapy (USPH)

U.S. Physical Therapy to buy 50% of 50-clinic management group for $76.5 million

Neutral Impact 4 of 5 m&a Written later

U.S. Physical Therapy's subsidiary agreed to acquire a 50% interest in MSO Metro, LLC, which manages 50 outpatient clinics, mostly in New York, and will make the company its managing member. The purchase price is approximately $76.5 million, with $75 million from cash on hand and $1.5 million in company stock, plus an earnout of up to $20.0 million if performance criteria are met. The deal is expected to close on October 31, 2024, subject to customary closing conditions.

Key points

  • Purchase price of approximately $76.5 million: $75 million in cash on hand and $1.5 million in common stock
  • Earnout of up to an additional $20.0 million if certain Metro performance criteria are achieved
  • Metro generates approximately $64.0 million in annual revenue and $12.0 million in annual EBITDA, per the press release
  • Expected closing date of October 31, 2024; the company will become managing member of Metro

The filing

CompanyU.S. Physical Therapy (USPH)
Form8-K, current report
Filed with the SECOct 7, 2024, 4:07 PM ET
Accession number0000885978-24-000056

Items reported: 1.01 Material Definitive Agreement3.02 Unregistered Equity Sale7.01 Regulation FD Disclosure

Read the filing on SEC.gov ↗

Written by AI (Anthropic Claude, claude-haiku-5-5) on Nov 8, 2026, 6:57 AM ET, from the text of the filing and its press-release exhibits only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on October 07, 2024.

Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.