The Private Equity and Public M&A teams advised Innovative Renal Care, an affiliate of client Nautic Partners (“Nautic”), in its definitive agreement to acquire American Renal Associates Holdings (NYSE: ARA) (“ARA”) in an all-cash transaction that values the ARA at an aggregate enterprise valuation of approximately $863 million excluding non-controlling interest. Under the terms of the agreement, ARA shareholders will receive $11.50 per share in cash. This consideration represents an approximate premium of 66% to ARA’s closing price on October 1, 2020.
The Board of Directors of ARA unanimously approved the agreement. The transaction is expected to close in the first quarter of 2021, subject to shareholder and regulatory approvals, as well as the satisfaction of customary closing conditions. Centerbridge Partners has entered into a voting agreement pursuant to which it has agreed to vote in favor of the transaction. Goodwin also assisted Nautic in obtaining committed debt financing in an aggregate principal amount of up to $515 million for the transaction.
Nautic Partners is a middle-market private equity firm that focuses on three industries: healthcare, industrials, and services. The firm has completed over 140 platform transactions throughout its 34-plus year history.
The Goodwin team was led by Adam Small, Mark Opper, Milena Tantcheva, Andrea Murino, Joshua Ratner, and Nick Caro, with assistance from John LeClaire, Stuart Cable, Katherine Baudistel, Caroline Bullerjahn, Joseph Rockers, Andrew Sucoff, Howard Cubell, Joel Lehrer, Sarah Bock, Timothy Holahan, John Joy, Nana Atsem, Paul DeTurk, Michael Pickett, Andrew Smith, Paul Costa, Elizabeth Jordan, Bryan Judd, Matthew Wheatley, Kimberly Ginsburg, Margo Borders, Allison Kaye, Anthony Tsakalos, Zachary Jacobson, Jonathan LaPlante, Jennifer Fagan, Sophie Duffy, and Kieran Johal.For additional details on the acquisition, please read the press release.