Munger Tolles Advises Board of Apria Healthcare Group in $1.6 billion Merger Agreement with The Blackstone Group

Advised by Munger, Tolles & Olson corporate partner Bob Denham, the independent members of Apria's Board of Directors have unanimously approved a merger agreement and will recommend that Apria shareholders adopt the agreement. Apria Healthcare Group, Inc. is the nations leading home healthcare services company, headquartered in Lake Forest, California. Upon completion of the merger, Apria will become a private company, wholly-owned by Blackstone and its affiliates. The transaction is expected to close in the second half of 2008.

Under the terms of the merger agreement, Apria shareholders will receive $21.00 in cash for each outstanding share of common stock they hold. The $21.00 per share in cash purchase price represents a premium of approximately 33% over the closing share price on Wednesday, June 18, 2008, the last trading day prior to today's announcement, and a premium of approximately 29% over Apria's $16.22 average closing share price for the 30 trading days ended June 18, 2008.

Apria is a national provider of a broad range of home healthcare services and products including home infusion therapy, home respiratory therapy and home medical equipment. Through approximately 550 respiratory and infusion therapy locations serving patients in all 50 states, Apria and its operating divisions serve over two million patients per year. In addition to serving patients who are covered by government insurers, Apria has over 2,000 preferred provider contracts with managed care organizations nationwide. With over $1.6 billion in annual net revenues ($2.1 billion if Coram, which Apria acquired in December 2007, were included for the full year), it is the nation's leading home healthcare company.

Blackstone is one of the world's leading investment and advisory firms.

Bob Denham is a partner in the Los Angeles office, having rejoined the firm as a partner in 1998 after serving as the Chairman and Chief Executive Officer of Salomon Inc. Mr. Denham’s practice emphasizes advising clients on strategic and financial issues.