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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

x-free spin-off where Vitas retains the attractively priced 1.875% convertible notes due 2014. (b) Segment EBITDA estimates are an average of Oppenheimer and Deutsche Bank estimates for 2008 and 2009. Corporate expenses allocated based on revenue. (c) Based on closing prices on February 9, 2009. Vitas trading comps include Almost Family, Amedisys, Gentiva, LHC Group and Odyssey. Roto- Rooter trading comp is Rollins. (d) Represents Chemed's total debt less cash as of September 30, 2008. (e) Vitas transaction comps include hospice transactions with greater than $50mm enterprise values in the last five years. Roto-Rooter transaction comps include residential and commercial services deals in the last five years with greater than $50mm enterprise values. LTM multiples applied to 2008 and 1-year forward multiples applied to 2009.

This analysis was prepared by MMI solely for purposes of illustrating MMI's position with respect to a possible spin-off of one of Chemed's businesses and it may not be relied on by any other person or used for any other purpose. While MMI believes that the segment EBITDA estimates of third party firms referenced in this analysis reflect those firms' best judgments on the dates those estimates were reported, MMI has not independently reviewed the assumptions underlying those estimates or the risks and uncertainties to which those estimates are subject. In this analysis, MMI has relied upon and assumed, without independent verification, the accuracy and completeness of all the financial and other information obtained by MMI from publicly available sources. Any estimates or projections for Chemed, Vitas or Roto-Rooter contained in this analysis involve numerous and significant subjective determinations, which may or may not prove to be correct. No representation or warranty, express or implied, is made as
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SOURCE MMI Investments, L.P.
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