Four Firms Handle WellPoint’s $4.9 Billion Amerigroup Buy

Health insurer WellPoint has agreed to purchase Amerigroup in a $4.9 billion deal designed to strengthen the company’s Medicaid focus.

WellPoint, based in Indianapolis, will pay $92 per Amerigroup share in cash. When the deal closes, expected in the first quarter of 2013, WellPoint will serve more than 4.5 million beneficiaries of state-sponsored healthcare programs, with a presence in 19 states.

Currently one of the largest health insurers in the United States, Wellpoint has nearly 34 million people in its branded healthcare plans and serves more than 62 million through its subsidiaries. The company does business as Empire Blue Cross Blue Shield in New York. Amerigroup, based in Virginia Beach, is a managed care company that focuses on helping low-income Americans gain access to healthcare.

The deal comes as the Obama administration won U.S. Supreme Court approval to move forward with its Affordable Care Act, which calls for major changes to both the health insurance industry and Medicaid.

WellPoint turned to a Linklaters team that included New York partners Dan Dufner, corporate; Bindu Culas, executive compensation and employee benefits; Jeff Norton, bank finance; Gordon Warnke, tax; and Jeffrey Schmidt, antitrust; counsels Francisco Duque, tax; and Jean-Philippe Brisson, environmental; and associates Michael Deyong, Demetra Karamanos, Lillian Kim, Clara Pang and Daniel Law, corporate; Jennifer Kim, executive compensation and employee benefits; Jessica Blatz, Matthew Poulter and Eamon Nolan, bank finance; David Mitchell, tax; Michael Dreibelbis, environmental; and Antonia Sherman and Helder Agostinho, antitrust.

Skadden, Arps, Slate, Meagher & Flom advised Amerigroup with a team that included New York partners Paul Schnell and Todd Freed, M&A; Clifford Aronson and Ian John, antitrust; and Neil Leff, executive compensation and benefits; with Washington, D.C. partners Jeremy London, M&A; and John Bentivoglio, health care regulatory and litigation.

Credit Suisse, lead arranger of $3 billion in committed financing to WellPoint in connection with the deal, was represented by Cravath, Swaine & Moore New York corporate partners Michael Goldman and William Whelan III and associates Katerina Novak and Benjamin Persina. Cleary Gottlieb Steen & Hamilton advised Goldman Sachs, financial advisor to Amerigroup, with a team that included New York corporate partner Ethan Klingsberg and associate Ritu Narula.

Cravath, Weil, Greenberg Traurig Counsel $4.6 Billion Home Healthcare Deal

The Linde Group, a supplier of specialty gases and engineering services based in Germany, will acquire Lincare Holdings, which provides equipment to treat respiratory diseases at home, in a deal valued at $4.6 billion.

Lincare stockholders will receive $41.50 per Lincare share, a 64 percent premium over the company’s June 26 closing price. The deal, which has been unanimously approved by Lincare’s board of directors, is expected to close in the third quarter.

Based in Clearwater, Fla., Lincare provides oxygen, sleep and inhalation therapies to approximately 800,000 patients who treat their diseases outside of clinical facilities.

Linde, headquartered in Munich, produces industrial gases such as oxygen, nitrogen and argon, as well as pharmaceutical and medical gases used in the diagnosis and treatment of conditions like asthma and sleep apnea. Its engineering division designs and constructs factories for the production of hydrogen and oxygen as well as natural gas treatment.

Cravath, Swaine & Moore advised Linde with a New York deal team that included partners Richard Hall and Mark Greene, corporate; Paul Zumbro, banking; Michael Schler, tax; Kevin Grehan, real estate; and Rowan Wilson, antitrust; senior attorney Annmarie Terraciano, environmental; practice area attorneys Gary Eisenman, real estate; Larry Coury, intellectual property; and Robin Landis, antitrust; and associates Aaron Gruber, Patricia Groot, Jisoo Kim, Jason Semine and Curtis Tiffany, corporate; Andrew Carlon, tax; Jarrett Hoffman and Edward McGehee, executive compensation and benefits; and M. Brent Byars, antitrust.

Linde also turned to a Greenberg Traurig team led by Washington, D.C. shareholder William Eck, health and FDA business; with shareholders Steven Lapidus, tax; in Miami; and Todd Wozniak, labor and employment, in Atlanta; counsel Miki Kolton, health and FDA business, in Washington, D.C.; and associate Michael Einig, tax, in Miami.

Weil, Gotshal & Manges represented Lincare with a team led by New York M&A partner Michael Aiello with partners Michael Epstein, technology and intellectual property transactions; Kenneth Heitner, tax; and Michael Kam, executive compensation and employee benefits; with counsel Stuart Morrissy, environmental; and associates Sachin Kohli, Allison Donovan and Meah Clay, M&A: Verity Rees, benefits; Janeane Menaldino, capital markets; and Lynn Bodkin, real estate. In Washington, D.C. were partners John Scribner, antitrust/competition; and Annemargaret Connolly, environmental; counsel John O’Loughlin, environmental; and associates Jonathan Sickler, antitrust; and Thomas Goslin, environmental. Intellectual property associate Melissa McDonough advised from Silicon Valley while tax associate Mark Dundon worked from Dallas.