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 (Patient Square), a dedicated health care investment firm.
Under the terms of the agreement, Patterson shareholders will receive US$31.35 in cash per share, or a transaction value of approximately $4.1 billion.
“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,” said Don Zurbay, president and CEO of Patterson. “This transaction follows a review of strategic alternatives by our Board of Directors, with assistance from our independent advisors, maximising our value and enabling Patterson to continue to execute our strategy well into the future.
“Patient Square recognises 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.”
The company’s Board of Directors, excluding Zurbay given his position as a Management Director, has unanimously approved the transaction. Consistent with the Patterson Companies’ commitment to strong governance practices, Zurbay has recused himself from participating in any deliberations or approvals related to the transaction.
The transaction 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. The merger agreement includes a 40-day “go-shop” period that permits the Patterson Board and its advisors to actively solicit alternative acquisition proposals from third parties.
Upon completion of the transaction, Patterson will become a privately held company, and its common stock will no longer be traded on the NASDAQ Global Select Market (Nasdaq). Patterson will maintain its headquarters in St. Paul, Minnesota.
Patient Square Capital is a dedicated health care investment firm with approximately $11bn in assets under management as of 30 Sep 2024. Patient Square utilises deep industry expertise, a broad network of relationships, and a partnership approach to make investments in companies that will grow and thrive.
Patient Square managing partner Jim Momtazee said, “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 invests in businesses that strive to improve patient lives, strengthen communities, and create a healthier world. The firm aims to achieve strong investment returns by partnering with growth-oriented companies and top-tier management teams whose products, services, and technologies improve health.
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