May 18, 2011

Cohen Milstein Sellers & Toll PLLC today announced that a settlement in principle has been reached in shareholder litigation challenging the acquisition of healthcare provider RehabCare Group, Inc. by Kindred Healthcare, Inc.   The case is pending in Delaware Chancery Court before Vice Chancellor Laster.

As part of the proposed settlement, RehabCare and Kindred agreed to make additional disclosures regarding the process leading up to the merger, including the role of Citigroup Global Markets Inc., which advised RehabCare in the transaction.  These disclosures are contained in an 8-K filed with the SEC on May 12, 2011.  RehabCare and Kindred also agreed to modify certain features of the merger agreement, which, as alleged in the Consolidated and Amended Class Action Complaint, contained allegedly restrictive deal protection devices that precluded more attractive bids.  Subject to final approval of the settlement, and the merger closing, RehabCare has also agreed to make a $2.5 million payment for the benefit of the class of RehabCare shareholders. 

Cohen Milstein Sellers & Toll PLLC serves as plaintiffs' Co-Lead Counsel.

The settlement is subject to approval by the Delaware Court of Chancery.  The shareholder merger vote is set for May 26, 2011.

For more information, please contact

Carol V. Gilden
Partner
Cohen Milstein Sellers & Toll PLLC  
312.357.0370
cgilden@cohenmilstein.com