Emergency Medical Services Corp. (EMS) and Clayton, Dubilier & Rice LLC or CD&R announced a definitive merger agreement under which an affiliate of CD&R formed to complete the merger would purchase EMSC. As per the deal terms, EMSC stockholders would receive, at the closing of the transaction, $64.00 in cash for each share of EMSC Class A common stock and Class B common stock and each LP Exchangeable Unit.
The EMSC board has unanimously approved the terms of the definitive merger deal and has recommended that EMSC stockholders approve the transaction. Onex Corporation and its affiliates, the holders of the company's LP Exchangeable Units, have sufficient voting power to approve the merger, and have agreed to vote in favor of adoption of the merger agreement, Emergency Medical Services added.
William Sanger, EMSC Chairman and Chief Executive, said, "In the next stage of our evolution, EMSC's agreement with CD&R and the transition to a privately-held company will greatly enhance our flexibility and growth opportunities in the future. We are pleased that with this transaction, we are able to maximize stockholder return while— with our new global equity partner— further positioning EMSC to play a significant role in delivering quality, cost-effective care for our patients in the era of healthcare reform."
The transaction is expected to close in the second quarter. Following the deal closure, EMSC would become a privately held company, and its common stock would no longer be traded on the NYSE.
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