Private equity firm Clayton, Dubilier & Rice will pay $64 per share for healthcare and physician services company Emergency Medical Services Corp. The companies valued the deal at $3.2 billion. The $64-a-share price is 9% below EMS’ closing price of $70.66 on Friday.
Onex Corporation (“Onex”) (TSX:OCX) today announced it has agreed to vote in favour of a definitive merger agreement providing for the acquisition of Emergency Medical Services Corporation (NYSE:EMS) (“EMSC”) by an affiliate of Clayton, Dubilier & Rice LLC. Under the terms of the agreement, EMSC shareholders, including Onex, will receive US$64 in cash for each share at the closing, which is expected to take place in the second quarter and is subject to certain customary closing conditions.
Under the proposed transaction, Onex, Onex Partners I and certain co-investors (the “Onex group”) will sell their remaining 13.7 million EMSC shares, or 31% equity interest, for net proceeds of US$878 million. Based on the per-share cash cost of US$6.67 to acquire the business in 2005, this sale would result in a multiple of invested capital of approximately 10 times. Onex’ portion of these net proceeds would be US$339 million including carried interest.
The Onex group invested US$214 million in the company and will receive total net proceeds of US$1.65 billion, including the secondary offerings completed in 2009. This would result in a multiple of invested capital of approximately 8 times.
“This is an excellent outcome for Onex’ shareholders and limited partners,” said Robert Le Blanc, Managing Director of Onex. “EMSC’s performance is a testament to our approach to identifying attractive businesses and partnering with excellent management teams to build industry-leading companies.”
“We have thoroughly enjoyed our partnership with William Sanger and his first-class management team, and wish them continued success,” added Mr. Le Blanc.
Onex is one of North America’s oldest and most successful investment firms committed to acquiring and building high-quality businesses in partnership with talented management teams. Onex manages investment platforms focused on private equity, real estate and credit securities. In total, the company manages approximately US$13 billion, of which US$9 billion is third-party capital. As well, Onex invests its own capital directly and as a substantial limited partner in its Funds.
Onex’ businesses generate annual revenues of $37 billion, have assets of $42 billion and employ approximately 240,000 people worldwide. Onex shares trade on the Toronto Stock Exchange under the stock symbol OCX. For more information on Onex, visit its website at www.onex.com. The Company’s security filings can also be accessed at www.sedar.com.
Forward Looking Statements
This news release may contain forward-looking statements that are based on management’s current expectations and are subject to known and unknown uncertainties and risks, which could cause actual results to differ materially from those contemplated or implied by such forward-looking statements. Onex is under no obligation to update any forward-looking statements contained herein should material facts change due to new information, future events or otherwise.