While Berkshire Hathaway’s $28 billion acquisition of H.J. Heinz and the $11 billion merger between American Airlines and US Airways may have stolen the transactional spotlight Thursday, Cardinal Health, the nation’s second-largest drug wholesaler, announced a big deal of its own on Thursday: the $2.1 billion acquisition of home health care delivery products provider AssuraMed.
Paul Bird, cochair of Debevoise & Plimpton’s corporate department and M&A group, is advising AssuraMed on the sale along with employee benefits partner Jonathan Lewis, private equity partner Kevin Rinker, and tax partner David Schnabel.
Private equity firms Clayton, Dubilier & Rice (CDR) and Goldman Sachs’s GS Capital Partners acquired Twinsburg, Ohio-based AssuraMed for nearly $900 million in 2010, according to Crain’s Cleveland Business. The portfolio company tapped former Baker & Hostetler partner Steven Eisenberg as general counsel last year.
Debevoise, which advised CDR in connection with the acquisition of AssuraMed (then known as Edgepark Medical), has a long history of handling big deals for the New York–based private investment firm, including advising on its $15 billion leveraged buyout of rental car giant Hertz in 2005. (After earning an American Lawyer Dealmaker of the Year designation for its role on that deal, Debevoise completed a more than two year journey for Hertz in handling its $2.3 billion buy of Dollar Thrifty Automotive Group last August.)
Other CDR transactions in which Debevoise has taken a role for DCR include its $1.05 billion purchase of wedding attire retailer David’s Bridal last summer; a $4.3 billion packaging company merger in 2011; a $3.2 billion buyout of Emergency Medical Services Corporation that same year; and purchases of sizable stakes in chemical distributor Univar and an electrical and metal products unit of Tyco in 2010.
The current deal allows Dublin, Ohio-based Cardinal Health to expand into the growing home health care business, according to Bloomberg. A combination of $1.3 billion in new senior unsecured notes and cash will be used to finance the deal, which is expected to close in April.
Wachtell, Lipton, Rosen & Katz corporate partners David Katz and David Lam, executive compensation and benefits partner Michael Segal, tax partner Deborah Paul, and restructuring and finance partner Eric Rosof are advising Cardinal Health on the transaction, along with associates Emily Johnson, Adam Kaminsky, and Gregory Pessin, John Robinson, and Michael Sabbah.
Wachtell has handled several major deals for Cardinal Health in the past, including the company’s roughly $500 million acquisition of privately held Healthcare Solutions Holding and its $1.3 billion buy of pharmaceutical distributor Kinray, both of which occurred in 2010.
Former Baker & Hostetler associate Stephen Falk serves as general counsel and corporate secretary for Cardinal Health. Craig Morford, a former acting deputy U.S. attorney general, became the company’s chief legal and compliance officer in March 2008.
Morford is known for his Main Justice memorandum on regulating corporate monitors, as well as leading an investigation that led to the controversial prosecution of former assistant U.S. attorney Richard Convertino, who was eventually acquitted of misconduct in a terrorism-related case.
David King, a former Hogan & Hartson-partner-turned-pharmaceutical-industry-executive, was elected an independent member of the Cardinal Health board of directors in 2011.