IMS Health, a provider of market intelligence to the pharmaceutical and healthcare industries, has entered into a definitive agreement to be acquired by investment funds managed by TPG Capital and the CPP Investment Board.
The transaction has a total value of USD5.2bn, including the assumption of debt.
The agreement was unanimously approved by the IMS board of directors based upon the recommendation of the transaction committee that was established to undertake a review of IMS’s strategic alternatives.
Under the agreement, IMS shareholders will receive USD22.00 cash for each share of IMS common stock they own, representing a premium of approximately 50 per cent over the closing share price on 16 October 2009, the last trading day prior to public speculation that IMS was considering its strategic alternatives.
The transaction has fully committed financing, consisting of a combination of equity to be invested by TPG and CPPIB and debt financing to be provided by certain affiliates of Goldman Sachs, including its principal loan and mezzanine funds.
“This transaction enables our shareholders to realize substantial value from their investment in IMS with an immediate cash premium, while at the same time strengthening our position to capture long-term growth opportunities,” says IMS chairman and chief executive David R. Carlucci. “With the backing of world-class private equity partners, we will continue our focus on expanding into new markets, further improving the quality and depth of offerings we deliver to our clients, and playing a bigger role in the healthcare market.”
“IMS Health has consistently demonstrated it is the definitive source of critical data and services to the evolving healthcare industry,” says Jonathan Coslet, senior partner, TPG. “We are pleased to join with our long-time partner, CPP Investment Board, and a talented management team to continue the growth of this outstanding franchise.”
Completion of the transaction is subject to approval of IMS shareholders, regulatory approvals and customary closing conditions and is expected to occur by the end of the first quarter of 2010.
