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MMI Investments, L.P. Calls on Chemed Board to Pursue a Tax-Free Spin-Off of One of Its Two Businesses
Date:2/12/2009

ncluded, among others, issues regarding capital structure, acquisition safe harbors, reimbursement concentration and taxation. We have researched each of management's expressed objections extensively and have concluded there appear to be no insurmountable obstacles. A spin-off of one of Chemed's businesses would be relatively simple, in our opinion, given Chemed's discrete operating structure and minimal shared resources, and would produce two viable, self-funding, pure-play independent public companies, each with critical mass in today's stock market. We recognize that today the equity markets are turbulent and the M&A environment is moribund. However, even if Chemed decided to spin-off one of its subsidiaries, a transaction would not take place until later this year. Planning, structuring and executing a tax-free spin-off takes several quarters and therefore the present weakness of capital markets is no excuse not to begin the process.

We believe that a tax-free spin-off would have numerous significant business benefits, in addition to the benefits to stockholders, including increased management focus on each business's needs rather than those of its parent company, separate access to equity and debt capital markets, improved employee incentive programs through equity compensation plans more closely aligned to the performance of each business and potential for a higher valued equity currency to compete in the M&A market. In the past, the Board has recognized the benefits to Chemed and its stockholders of strategic divestitures, as with Patient Care, Dubois Chemicals and Omnicare. We have heard management's views and disagree. Now we want to know the Board's view of the potential benefits to Chemed of immediately pursuing a tax-free spin-off, both in terms of public market value and the creation of the potential for value maximizing transactions. We would appreciate a prompt response on behalf of the Board, and are available in the
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SOURCE MMI Investments, L.P.
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