Convey Health Solutions to be taken private

September 2022 | DEALFRONT | PRIVATE EQUITY & VENTURE CAPITAL

Financier Worldwide Magazine

September 2022 Issue

In a deal that will take the technology and services company private, Convey Health Solutions Holdings, Inc. is to be acquired by TPG Capital, the private equity platform of global alternative asset management firm TPG and Convey’s principal shareholder, for $1.1bn.

Under the terms of the definitive merger agreement, TPG will acquire all of the outstanding shares of Convey common stock not currently owned by TPG or certain management and director shareholders for $10.50 per share in cash.

A global alternative asset management firm founded in San Francisco in 1992 with $120bn of assets under management and investment and operational teams in 12 offices globally, TPG invests across five multi-product platforms: capital, growth, impact, real estate and market solutions.

The transaction has been approved by TPG in its capacity as the principal shareholder of Convey and no other shareholder approval is required.

For Convey, a special committee of the board of directors of Convey, comprised solely of independent directors and advised by its own independent legal and financial advisers, unanimously recommended that the board approve the transaction and determined it was in the best interests of Convey and its shareholders that are not affiliated with TPG or such management and director shareholders.

Acting upon the recommendation of the special committee, the board approved the transaction. Upon completion, Convey will become a private company and will no longer be publicly listed or traded on the New York Stock Exchange (NYSE).

“We believe this transaction provides substantial value, liquidity and certainty for our shareholders,” said Stephen Farrell, chief executive of Convey. “Going forward, as a private company and with TPG’s support, we will have the ability to continue to make investments in the company and better serve our customers.”

Acting as legal counsel to TPG is Davis Polk & Wardwell LLP. Centerview Partners is acting as financial adviser to the special committee, with Simpson Thacher & Bartlett LLP acting as legal counsel. Cravath, Swaine & Moore LLP is acting as legal counsel to Convey.

A specialised healthcare technology and services company committed to providing customers with healthcare-specific, compliant member support solutions utilising technology, engagement and analytics, Convey’s administrative solutions for government-sponsored health plans help optimise member interactions, ensure compliance and support end-to-end Medicare processes.

Convey’s customers include some of the nation’s leading health insurance plans and pharmacy benefit management firms. Their healthcare-focused teams help several million Americans each year to navigate the complex Medicare Advantage and Part D landscape.

The transaction is expected to close in the second half of 2022 and is subject to customary closing conditions.

“Convey is a leading, integrated payor technology platform that enables efficiency and improves clinical and financial outcomes across the healthcare system,” concluded Katherine Wood, a partner at TPG. “We look forward to continuing our partnership in its next chapter as a private company.”

Fraser Tennant