MedTech provider Agiliti goes private in $2.5n deal

BY Fraser Tennant

In a deal that takes the US MedTech provider private, Agiliti Inc. is to be acquired by its majority owner, private equity firm THL Partners, for approximately $2.5bn.  

Under the terms of the definitive agreement, THL will acquire all outstanding shares of Agiliti common stock not currently owned by THL and its affiliates and certain management shareholders for $10 per share in cash.

Upon completion of the transaction, Agiliti will become a private company and will no longer be publicly listed or traded on the New York Stock Exchange.

“Agiliti serves a critical role in sustaining our national healthcare infrastructure, and our dedicated team has led the way to our substantial growth and evolution over the last decade,” said Tom Leonard, chief executive of Agiliti. “We are pleased to expand our five-year partnership with THL in a transaction that provides immediate value and liquidity to our shareholders, while lifting certain overhangs that had limited our performance in the public market since the time of our initial public offering.”

An essential service provider to the US healthcare industry with solutions that help support a more efficient, safe and sustainable healthcare delivery system, Agiliti serves more than 10,000 national, regional and local acute care and alternate site providers across the US.

For more than eight decades, Agiliti has delivered medical equipment management and service solutions that help healthcare providers reduce costs, increase operating efficiencies and support optimal patient outcomes.

Acting upon the unanimous recommendation of a special committee of the Agiliti board of directors, the Agiliti board of directors approved the transaction. The transaction has also been approved by THL Agiliti LLC in its capacity as the majority shareholder of Agiliti and no other shareholder approval is required.

Serving as exclusive financial adviser to the special committee is Centerview Partners, with Weil, Gotshal & Manges acting as legal counsel. Goldman Sachs & Co. is providing exclusive financial advisory services to THL, with legal counsel from Ropes & Gray.

The transaction is expected to close in the first half of 2024, subject to customary closing conditions.

News: Healthcare tech Agiliti to be taken private in $2.5 bln deal

KKR to take Broadcom’s end-user computing division private in $4bn deal

BY Richard Summerfield

Private equity giant KKR has agreed to acquire chipmaker Broadcom’s end-user computing (EUC) unit in a deal worth around $4bn.

Upon completion of the deal, the EUC division will become a standalone company, with greater access to growth capital and a dedicated strategic focus on empowering customers and partners worldwide with innovative digital workspace solutions. The unit will continue to be run by its existing management team led by its existing senior vice president and general manager Shankar Iyer. KKR is making its investment primarily through its North America Fund XIII.

“We are confident that this pending transaction marks an exciting next chapter for the EUC Division and one that will create enormous opportunities and benefits for our customers, partners and employees,” said Mr Iyer. “The KKR team knows our industry well and is the ideal strategic partner to help us become a standalone company with an exclusive focus on delivering powerful tools for the digital workspace.”

Originally a division of VMware prior to Broadcom’s $61bn acquisition of the company in 2023, the EUC division provides a leading suite of digital workspace solutions that allow organisations to securely deliver and manage applications, desktops and data across any device or platform. Its flagship products include Horizon, a leading desktop and application virtualisation platform, and Workspace ONE, a marquee unified endpoint management platform. Broadcom announced its intention to divest its EUC unit in December 2023.

“Workspace ONE and Horizon are best-in-class platforms chosen by many of the world’s leading enterprises to create seamless and secure digital workspaces with interoperability across increasingly complicated technology stacks,” said Bradley Brown, managing director at KKR. “We see great potential to grow the EUC Division by empowering this talented team and investing in product innovation, delivering excellence for customers and building strategic partnerships.”

“EUC is a leader within large, high growth categories and demand for the business’s marquee offerings continues to grow as the workplace and the needs at the front-line evolve rapidly,” said John Park, a partner at KKR. “We are excited to deploy our experience and toolkit at KKR to back a world-class company in its next chapter as a standalone business, with accelerated investment and a continued focus on product and customer-centricity.”

Notably, KKR has announced its intention to implement an employee ownership programme, giving employees a chance to own equity in the new company alongside KKR. The deal is expected to close some time later this year, subject to standard regulatory approval.

News: Chipmaker Broadcom sells remote-access unit to KKR in $4 billion deal

CenterPoint to sell natural gas assets in $1.2bn deal

BY Richard Summerfield

Bernhard Capital Partners has announced it is to acquire CenterPoint Energy’s Louisiana and Mississippi natural gas assets for $1.2bn.

Under the terms of the deal, Bernhard Capital’s portfolio company Delta Utilities will acquire CenterPoint Energy’s Louisiana and Mississippi natural gas local distribution businesses which include around 12,000 miles of main pipeline in Louisiana and Mississippi serving approximately 380,000 metered customers. The assets represent less than 4 percent of CenterPoint’s overall rate base.

According to a statement announcing the deal, the sales price of $1.2bn represents approximately 32 multiples of the assets’ 2023 earnings. The transaction is anticipated to close toward the end of first quarter of 2025, subject to customary closing conditions, including antitrust clearance and state regulatory approvals.

“The transaction will allow us to optimize our portfolio of utility operations and efficiently recycle approximately $1 billion in after-tax cash proceeds into our service territory where we have both electric and natural gas operations or where we have a larger presence at a valuation that is more efficient than issuing common equity,” said Jason Wells, president and chief executive of CenterPoint. “The sale will also enable us to redeploy approximately $1 billion of future capital expenditures intended for Louisiana and Mississippi into jurisdictions with less regulatory lag thereby enhancing the ongoing earnings power of the company.

“This will mark the fourth time over the past few years in which we have recycled sales proceeds and reinvested them in our regulated businesses for the benefit of all stakeholders,” he continued. “The transaction, along with the reinvested capital, will not change our targeted non-GAAP EPS growth rate of 8% in 2024, and the mid-to-high end of 6%-8% annually from 2025 through 2030. The efficiency of this transaction and portfolio optimization will further enhance our ability to continue executing our industry-leading long-term growth strategy for years to come.”

“This transaction will bring together deep expertise and leadership with many years of experience in utility operations and the invaluable institutional knowledge of those who have operated these systems for decades to benefit customers,” said Jeff Jenkins, founder and partner at Bernhard Capital Partners. “It builds upon our recent announcement to acquire Entergy’s New Orleans and Baton Rouge natural gas distribution businesses, establishing stronger, more resilient communities across the Gulf South. Once both transactions are complete, Delta Utilities will be a leading natural gas utility in Louisiana and Mississippi and among the top 40 providers in the United States.”

News: CenterPoint to sell Louisiana and Mississippi natgas assets for $1.2 bln

Invitae files for Chapter 11 protection

BY Fraser Tennant 

Following rumours of imminent bankruptcy, plummeting stock prices and its trading suspension and delisting on the New York Stock Exchange, medical genetics company Invitae has filed for Chapter 11 bankruptcy protection.

According to court documents, the company is approximately $1.5bn in debt and has estimated total assets of between $500m and $1bn. Invitae began taking steps to reduce its debt in 2022 by terminating 1200 employees, downsizing office space and testing labs, and selling off unprofitable, non-core businesses.

The company intends to transition into Chapter 11 without disrupting business operations, and is committed to serving its customers and patients and meeting its commitments to employees and vendors. It has also stated it is seeking court approval to use the cash it currently has on hand to fund the case.

“We have been working diligently over the past 18 months to improve our cash position by realigning our portfolio and focusing on our most impactful business lines,” said Ken Knight, president and chief executive of Invitae. “These strategic initiatives have accelerated our path to positive cash flow in order to realise our potential as an industry-leading genetics platform.

“However, we still need to address the company’s debt position through these Chapter 11 proceedings,” he continued. “I want to thank our incredibly talented and hard-working employees for their continued focus on our patients and customers.”

Trusted by millions of patients and their providers to deliver timely genetic information using digital technology, Invitae provides accurate and actionable answers to strengthen medical decision making for individuals and their families.

The company’s genetics experts apply a rigorous approach to data and research, serving as the foundation of their mission to bring comprehensive genetic information into mainstream medicine to improve healthcare for billions of people.

As it moves through the Chapter 11 process, Invitae has reiterated its intention to remain steadfast in its commitment to deliver innovative solutions that empower individuals to unlock the value of genomic insights to improve their health.

News: Invitae gets court approval for five-month bankruptcy sale

Diamondback acquires Endeavor in $26bn deal

BY Fraser Tennant

In a move that will create a premier Permian independent operator, oil and natural gas company Diamondback Energy, Inc. is to acquire exploration and production firm Endeavor Energy Resources, LP in a transaction valued at approximately $26bn.

Under the terms of the definitive merger agreement, Diamondback’s existing stockholders are expected to own approximately 60.5 percent of the combined company and Endeavor’s equity holders are expected to own approximately 39.5 percent.

The combined company would be the third-largest oil and gas producer in the Permian Basin of West Texas and New Mexico, behind Exxon Mobil and Chevron. The transaction has been unanimously approved by the board of directors of Diamondback and received the necessary Endeavor approvals.

“This is a combination of two strong, established companies merging to create a ‘must own’ North American independent oil company,” said Travis Stice, chairman and chief executive of Diamondback. “The combined company’s inventory will have industry-leading depth and quality that will be converted into cash flow with the industry’s lowest cost structure, creating a differentiated value proposition for our stockholders.”

Upon closing, Diamondback’s board will expand to 13 members and the combined company will continue to be headquartered in Midland, Texas.

“As we look toward the future, we are confident joining with Diamondback is a transformational opportunity for us,” said Lance Robertson, president and chief executive of Endeavor. “Our success up to this point is attributable to the dedication and hard work of Endeavor employees, and today’s announcement is recognition by Diamondback of the significant efforts from our team over the past seven years, driving production growth, improving safety performance and building a more sustainable company.”

The merger is expected to close in the fourth quarter of 2024, subject to the satisfaction of customary closing conditions, including termination or expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, and approval of the transaction by Diamondback’s stockholders.

Mr Robertson concluded: “We look forward to working together to scale our combined business, unlock value for all of our stakeholders and ensure our new company is positioned for long-term success as we build the premier Permian-focused company.”

News: Diamondback sets $26 billion deal for shale oil rival Endeavor Energy