MINNEAPOLIS & BOSTON - Agiliti Inc. (NYSE: AGTI), a leading provider of medical technology management and service solutions, has entered into a definitive merger agreement with an affiliate of Thomas H. Lee Partners, L.P. (THL), the company's majority shareholder.
Under the agreement, THL will acquire all outstanding shares of Agiliti common stock not already owned by THL and its affiliates, as well as certain management shareholders, for $10.00 per share in cash.
This transaction values Agiliti at approximately $2.5 billion and offers a premium of roughly 39% and 43% over Agiliti's 30-day and 90-day volume weighted average price per share, respectively, as of February 23, 2024.
The Special Committee of Agiliti's Board of Directors, consisting of non-management directors not associated with THL, has unanimously recommended the buyout, considering it beneficial for Agiliti and its shareholders. The Board of Directors, acting on the Special Committee's recommendation, has approved the merger.
Tom Leonard, CEO of Agiliti, stated that the deal with THL, which extends their five-year partnership, will provide immediate value to shareholders and resolve certain market challenges faced since the company's initial public offering.
The expected closure of the transaction is within the first half of 2024, pending customary closing conditions. With the approval from THL Agiliti LLC as the majority shareholder, no further shareholder approval is necessary. Upon completion, Agiliti will become a privately-held company, and its shares will be delisted from the New York Stock Exchange.
Centerview Partners LLC serves as the financial advisor to the Special Committee, with Weil, Gotshal & Manges LLP as legal counsel. Goldman Sachs & Co (NYSE:GS). LLC and Ropes & Gray LLP are advising THL as financial and legal counsel, respectively.
Agiliti, which supports over 10,000 healthcare providers across the U.S., will not host a conference call for its fourth-quarter and full-year 2023 financial results. The company plans to file its Annual Report on Form 10-K by March 15, 2024.
This announcement is based on a press release statement and contains forward-looking statements subject to various risks and uncertainties. Investors should read relevant documents filed with the SEC when available, as they will contain important information about the transaction.
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