Patterson Companies – a leading dental and animal health distributor – announced that it has entered into a definitive agreement to be acquired by Patient Square Capital.
Under the terms of the deal, Patterson shareholders will receive $31.35 in cash per share, representing about 49% premium to Patterson’s 30 calendar day volume-weighted average price (VWAP) ending December 4, 2024 (the last trading day before Patterson announcing the evaluation of strategic alternatives), or a transaction value of approximately $4.1 billion, including the refinancing of Patterson’s receivables facilities.
The deal will be financed through a combination of committed equity financing provided by Patient Square Equity Partners, LP, and committed debt financing led by Citi, UBS Investment Bank, and Wells Fargo Bank.
The deal is expected to close in the fourth quarter of Patterson’s fiscal 2025, subject to the receipt of shareholder approval, regulatory approvals, and the satisfaction of other customary closing conditions.
Guggenheim Securities is acting as the exclusive financial advisor to Patterson and Taft Stettinius & Hollister is serving as legal counsel to Patterson. And Citi, UBS Investment Bank, and Wells Fargo Securities are serving as financial advisors, and Kirkland & Ellis and Greenberg Traurig are acting as legal counsel to Patient Square.
KEY QUOTES:
“Today’s announcement marks an exciting next step in Patterson’s evolution and delivers immediate and certain value for our shareholders and positions us to continue to invest in serving our customers and driving growth. This transaction follows a review of strategic alternatives by our Board of Directors, with assistance from our independent advisors, maximizing our value and enabling Patterson to continue to execute our strategy well into the future.”
“Patient Square recognizes the value of our brand and the quality of our world-class team, and is grounded in similar values that guide our actions. They share the same long-term vision for our company, which makes them an excellent partner for the next phase of our journey.”
- Don Zurbay, President and Chief Executive Officer of Patterson
“I have closely followed Patterson for decades and long admired the value the company provides to partners and customers. Patient Square is excited to work closely with management on the next chapter of growth for the business building on its long and proud legacy.”
- Patient Square Managing Partner Jim Momtazee
