Nov-05-2009IMS Health Reaches LBO Deal
(topic overview)
CONTENTS:- IMS Health, which provides market research to the pharmaceutical and health-care industries, has agreed to be acquired for $5.2 billion by private equity firm TPG Capital and the CPP Investment Board. (More...)
- TPG Capital is the global buyout group of TPG, a leading private investment firm founded in 1992 with approximately $45 billion of assets under management and offices in San Francisco, London, Hong Kong, New York, Fort Worth, Washington, D.C., Melbourne, Moscow, Mumbai, Paris, Luxembourg, Beijing, Shanghai, Singapore and Tokyo. (More...)
- Completion of the transaction is subject to approval of IMS shareholders, but has been endorsed by the Connecticut-based company's board. (More...)
- If completed, the transaction would be the largest leveraged buyout of the year and the clearest sign yet that an improving economy and healthier financing markets are increasing private-equity activity. (More...)
- CPPIB has shown an increased appetite for communications firms. (More...)
- Two months ago the fund which runs investments on behalf of Canada's national retirement plan, was part of an investor group that paid $1.9-billion U.S. for a 65% chunk of Skype Technologies, the popular VoIP (voice over Internet protocol) service that is owned by eBay Inc. (More...)
- IMS Health provides sales analysis and medical audits to the pharmaceutical industry, has been the target of a second-round bidding process from several private-equity funds, which could alter TPG bid or force that fund to pay more, said the Journal. (More...)
- The stock was at $14.85 before The Wall Street Journal first reported that takeover talks were under way. (More...)
SOURCESFIND OUT MORE ON THIS SUBJECTIMS Health, which provides market research to the pharmaceutical and health-care industries, has agreed to be acquired for $5.2 billion by private equity firm TPG Capital and the CPP Investment Board. IMS is headquartered in Norwalk, Conn., but its major employment center - with around 1,000 people - is in Blue Bell, Montgomery County. The agreement calls for IMS shareholders to receive $22.00 cash for each share of IMS common stock they own, representing a premium over the $16.39 closing price on Friday.
[1] 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 $22.00 cash for each share of IMS common stock they own, representing a premium of approximately 50 percent over the closing share price on Friday, October 16, 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 & Co., 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,''' said IMS Chairman and CEO David R. Carlucci.
[2] IMS Health (NYSE: RX), the world'''s leading provider of market intelligence to the pharmaceutical and healthcare industries, today announced that it has entered into a definitive agreement to be acquired by investment funds managed by TPG Capital ('''TPG''') and the CPP Investment Board ('''CPPIB''') in a transaction with a total value of $5.2 billion, including the assumption of debt.
[2] Market research healthcare company IMS Health (NYSE: RX ]] RX ) has confirmed that it has agreed to be acquired by investments funds managed by TPG Capital and CPP Investment Board for $5.2 billion, including the assumption of debt.
[3] NORWALK, Conn. — Health care data company IMS Health Inc. said Thursday it is being bought by investment funds TPG Capital and CPP Investment Board for $4 billion.
[4] U.S. health care data company IMS Health RX-N says it has agreed to be acquired by investment funds TPG Capital and Canada's CPP Investment Board for $4-billion (U.S.).
[5] '''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,''' said 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.''' '''We are pleased to make a significant investment in IMS Health which is the market leader in its industry with a strong customer base,''' said Mark Wiseman, Senior Vice President, Private Investments, for CPP Investment Board.
[2] The Journal also said CPPIB and TPG had to outbid the likes of Bain Bain Capital, Carlyle Group, Blackstone Group and Kohlberg Kravis Roberts & Co. to win the deal. "We are pleased to make a significant investment in IMS Health which is the market leader in its industry with a strong customer base," Mark Wiseman, Senior Vice President, Private Investments, for CPP Investment Board, said in a statement.
[6] The transaction is slated to close by the 2010 first quarter, pending completion of IMS shareholders, regulatory approvals and customary closing conditions. 'We are pleased to make a significant investment in IMS Health which is the market leader in its industry with a strong customer base," said Mark Wiseman, senior vice-president of private investments for CPP Investment Board.
[5] Peter Redman/National Post Mark Wiseman, a senior vice president with CPP Investment Board: '''We are pleased to make a significant investment in IMS Health which is the market leader in its industry with a strong customer base."
[6] Jonathan Coslet, senior partner at TPG, said "IMS Health has consistently demonstrated it is the definitive source of critical data and services to the evolving health care industry." "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."
[5] The deal with TPG Capital and the CPP Investment Board, which invests the funds not needed by the Canada Pension Plan, is expected to close by the end of the first quarter of 2010.
[1] The CPP Investment Board is a professional investment management organization that invests the funds not needed by the Canada Pension Plan to pay current benefits on behalf of 17 million Canadian contributors and beneficiaries.
[2] The CPP Investment Board is one of Canada's largest pension 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," IMS chairman and CEO David Carlucci said in a release announcing the friendly transaction.
[5] IMS said the deal has fully committed financing and its board of directors unanimously approved the buyout. "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," said IMS Chairman and CEO David R. Carlucci in a statement.
[4] Factors that could cause or contribute to such differences include, but are not limited to (i) uncertainties associated with the outcome of IMS Health'''s exploration of strategic alternatives, (ii) regulatory, legislative and enforcement initiatives, particularly in the areas of data access and utilization and tax, (iii) the risks associated with operating on a global basis, including fluctuations in the value of foreign currencies relative to the U.S. dollar, and the ability to successfully hedge such risks, (iv) to the extent unforeseen cash needs arise, the ability to obtain financing on favorable terms, (v) to the extent IMS Health seeks growth through acquisitions and joint ventures, the ability to identify, consummate and integrate acquisitions and joint ventures on satisfactory terms, (vi) the ability to develop new or advanced technologies and systems for its businesses on time and on a cost-effective basis, (vii) deterioration in economic conditions, particularly in the pharmaceutical, healthcare or other industries in which IMS Health'''s customers operate, and(viii) uncertainties associated with completion of IMS Health'''s restructuring plans and the impact of the restructuring activities on IMS Health'''s business and financial results, including the timing of the activities and the associated costs and the ability to achieve projected cost savings and (ix) the anticipated timing of filings and approvals relating to the transaction; the expected timing of the completion of the transaction; and the ability to complete the transaction considering the various closing conditions.
[7] IMS Health Inc. (NYSE: RX ) is surging in the pre-market approximately 16% as it is nearing a deal to sell itself to private-equity firm TPG and the Canada Pension Plan in a deal that could have a value of almost $4 billion, according to the Wall Street Journal. If the deal goes through, this would be the largest leverage buyout of the year.
[8] IMS Health Inc. agreed to be acquired by private equity firm TPG and the Canada Pension Plan for $4 billion, in a deal that comes two weeks after the medical-data provider confirmed a possible buyout could happen.
[9] NEW YORK, Nov 5 (Reuters) - TPG and the Canada Pension Plan on Thursday announced a deal to buy IMS Health Inc ( RX.N ), which provides prescription drug sales data, for around $4 billion.
[10] P rivate-equity firm TPG and Canada Pension Plan are close to a deal for IMS Health, the U.S. health care data company, which would run at almost $4-billion (U.S.), the Wall Street Journal reports.
[11] Health-care data company IMS Health is nearing a deal to sell itself to private-equity firm TPG and the Canada Pension Plan in a deal that could be worth almost $4bn ('''2.7bn), said several people familiar with the matter.
[12] The investment arm of the Canada Pension Plan has emerged as one of the most aggressive buyout firms in North America, after it announced a US$5.2-billion takeover of medical information company IMS Health.
[6] TPG''Capital and the Canada Pension Plan have agreed to buy IMS Health (NYSE: RX), a provider of data on prescription drug sales, for $22 per share (50% premium to last Friday's closing price).
[2] IMS shareholders are getting $22 per share under the deal, marking a 31 per cent premium to the stock's closing price of $16.81 on the New York Stock Exchange on Wednesday.
[5] Under the agreement, IMS shareholders will receive $22.00 cash for each share of IMS common stock they own, representing a premium of approximately 50 percent over the closing share price on Friday, October 16, 2009, the last trading day prior to public speculation that IMS was considering its strategic alternatives.
[7] In trading on the New York Stock Exchange on Thursday, IMS Health shares rose $4.08 (U.S.) to $20.89, a gain of 24.3 per cent on a volume of 11.9 million shares.
[5] The IMS Health ( RX ) stock, which has soared on the acquisition after a gap-up is now quoting around $20.82, has already moved up on strong volumes, and could cosnolidate around current levels.
[3] IMS Health is nearing a deal to sell itself for nearly $4 billion, the
WSJ reports.
[13] IMS Health, which has operations in more than 100 countries and more than 50 years of industry experience, had $2.3 billion in 2008 revenues.
[1] With $2.3 billion in 2008 revenue and more than 50 years of industry experience, IMS offers leading-edge market intelligence products and services that are integral to clients''' day-to-day operations, including product and portfolio management capabilities; commercial effectiveness innovations; managed care and consumer health offerings; and consulting and services solutions that improve productivity and the delivery of quality healthcare worldwide.
[2] 
TPG Capital is the global buyout group of TPG, a leading private investment firm founded in 1992 with approximately $45 billion of assets under management and offices in San Francisco, London, Hong Kong, New York, Fort Worth, Washington, D.C., Melbourne, Moscow, Mumbai, Paris, Luxembourg, Beijing, Shanghai, Singapore and Tokyo. [2] TPG Capital has extensive experience with global public and private investments executed through leveraged buyouts, recapitalizations, spinouts, joint ventures and restructurings.
[2] The CPP Investment Board said Thursday morning it would team with U.S. buyout giant TPG Capital on the US$22-a-share offer.
[6] Headquartered in Toronto, with offices in London and Hong Kong, the CPP Investment Board is governed and managed independently of the Canada Pension Plan and at arm'''s length from governments.
[2] The IMS deal has fully committed financing, consisting of a combination of equity to be invested by TPG and the Canada Pension Plan, and debt financing to be provided by Goldman Sachs.
[10] The company, based in Norwalk, Conn., said the deal is valued at $5.2 billion including the assumption of debt.
[14] The transaction has a total value of $5.2 billion, including the assumption of debt.
[15] IMS is said to be looking at a bid in the low $20-per-share range, which would value the company at nearly $4 billion.
[8] At June 30, 2009, the CPP Fund totaled $116.6 billion of which $18.4 billion represents private investments.
[2] At the end of June, the CPP Fund had $116.6-billion (Canadian) assets, of which $18.4-billion were private investments.
[5] In order to build a diversified portfolio of CPP assets, the CPP Investment Board invests in public equities, private equities, real estate, inflation-linked bonds, infrastructure and fixed income instruments.
[2] Completion of the transaction is subject to approval of IMS shareholders, but has been endorsed by the Connecticut-based company's board. [6] 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.
[2] If completed, the transaction would be the largest leveraged buyout of the year and the clearest sign yet that an improving economy and healthier financing markets are increasing private-equity activity. [9] The Wall Street Journal called the deal the "largest leveraged buyout of the year and the clearest sign yet that an improving economy and healthier financing markets are increasing private-equity activity."
[6] The $22 a share cash deal could be one of the year's largest leveraged buyouts.
[10] The newspaper, quoting sources, notes that it would mark the biggest leveraged buyout of the year if completed, in the best sign yet that stronger markets are boosting the fortunes of private equity players.
[11] '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 health care market."
[5] A day prior to that, media reports prompted speculation that the company could be sold to a private equity firm, potentially garnering a 30 percent premium.
[4] Private equity firms were shut off from striking traditional LBOs after the credit crisis limited access to financing. That situation has been improving and deal-flow from private equity firms has been increasing the past few months.
[10] CPPIB has shown an increased appetite for communications firms. Earlier this year, the fund purchased Macquarie Communications Infrastructure Group, which owns a portfolio of companies including a 48-per-cent stake in Arqiva. That company provides much of the infrastructure behind television, radio and wireless communications in Britain, as well as some territory in Europe, and a 50-per-cent stake in Airwave, a British company that provides secure network access for emergencies, and full control of Broadcast Australia, the main provider of broadcast transmission in Australia.
[6] IMS dubs itself "world's leading provider of market intelligence to the pharmaceutical and health-care" industries. One of its main business tracks the majority of North American drug prescriptions then publishes market forecasts based on its data. The bidders say their offer represents a 50% premium to where IMS shares where trading ahead of speculation the company was in play for a takeover.
[6] The offer is for $22 a share, a 31% premium to Wednedsay's closing price.
[9] Two months ago the fund which runs investments on behalf of Canada's national retirement plan, was part of an investor group that paid $1.9-billion U.S. for a 65% chunk of Skype Technologies, the popular VoIP (voice over Internet protocol) service that is owned by eBay Inc. [6] The CPP is headquartered in Toronto and has offices in London and Hong Kong and is governed and managed independently of the Canada Pension Plan.
[5] IMS Health provides sales analysis and medical audits to the pharmaceutical industry, has been the target of a second-round bidding process from several private-equity funds, which could alter TPG bid or force that fund to pay more, said the Journal. [8] In connection with the proposed merger of IMS Health Incorporated (the '''Company''') with Healthcare Technology Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of Healthcare Technology Holdings, Inc., a Delaware corporation, (the '''Merger'''), the Company will prepare a proxy statement to be filed with the SEC. When completed, a definitive proxy statement and a form of proxy will be mailed to the stockholders of the Company.
[7] The Company and its directors and officers may be deemed to be participants in the solicitation of proxies from the Company'''s stockholders with respect to the Merger. Information about the Company'''s directors and executive officers and their ownership of the Company'''s common stock is set forth in the proxy statement for the Company'''s 2009 Annual Meeting of Stockholders, which was filed with the SEC on March 27, 2009. Stockholders may obtain additional information regarding the interests of the Company and its directors and executive officers in the Merger, which may be different than those of the Company'''s stockholders generally, by reading the proxy statement and other relevant documents regarding the Merger, when filed with the SEC.
[7] Thomson Reuters is the world's largest international multimedia news agency, providing investing news, world news, business news, technology news, headline news, small business news, news alerts, personal finance, stock market, and mutual funds information available on Reuters.com, video, mobile, and interactive television platforms.
[10] Boyd Erman is a long-time business journalist who has worked at Dow Jones, Bloomberg, and the National Post before joining the Globe and Mail. Over the years, his areas of coverage have included economics, monetary policy, debt markets and corporate finance. He is a regular commentator and guest host on Business News Network.
[11] Additional information on factors that may affect the business and financial results of the company can be found in the filings of the company made from time to time with the Securities and Exchange Commission.
[7] "CPPIB and TPG are like-minded, long-term investors and we look forward to working together and in partnership with management to help grow the business." While the huge deal will surprise some, it's not the first time CPPIB has veered from its more traditional infrastructure and real estate-based takeovers.
[6] Goldman, Sachs & Co., BofA Merrill Lynch, Barclays Capital, Evercore Partners, and J.P. Morgan acted as financial advisors to TPG and CPPIB. Ropes & Gray LLP acted as legal advisor to TPG and CPPIB. CPPIB was also separately advised by Torys LLP.
[2] The stock was at $14.85 before The Wall Street Journal first reported that takeover talks were under way. [9] The Company'''s stockholders will also be able to obtain, without charge, a copy of the proxy statement and other relevant documents (when available) by directing a request by mail or telephone to IMS Health Incorporated, 901 Main Avenue, Norwalk, Connecticut 06851, telephone.
[7] SOURCES1.
IMS Health being sold for $5.2B | Philadelphia Inquirer | 11/05/20092.
TPG, CPP To Buy IMS Health for $5.2 Billion | peHUB3.
IMS Health (RX) soars on high volumes on acquisition | Benzinga.com4.
The Associated Press: IMS Health to be bought for $4 billion by TPG, CPP5.
CPPIB in deal for health data firm - The Globe and Mail6.
CPP participates in US$5.2-billion bid for IMS7.
IMS Health to be Acquired by TPG and CPP Investment Board8.
IMS Health, Inc. Surges 16% On Potential Buyout Deal | Benzinga.com9.
IMS Health Reaches LBO Deal - WSJ.com10.
UPDATE 1-TPG, Canada Pension agree to $4 bln IMS buyout | Reuters11.
CPP eyes $4-billion LBO deal - The Globe and Mail12.
IMS Health nears deal to sell itself to TPG and Canada Pension Plan13.
IMS Health for Sale - Health Blog - WSJ14.
The Associated Press: IMS Health to be bought for $4 billion15.
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