Our previous Canadian Mergers & Acquisitions roundups can be found here. Our previous global M&A roundups can be found here.

Target: eviCore healthcare, LLC

• Industry: Healthcare, Technology
• Acquirer: Oz Parent, Inc.
• Target: eviCore healthcare, LLC
• Size: $3.6 billion
• Consideration: 100% Cash
• Source of Funds: Cash, Debt
• Sell Side Advisors: JP Morgan, Morgan Stanley
• Buy Side Advisors: Lazard, TripleTree
• Legal Advisors: Skadden, Arps, Slate, Meagher & Flom LLP, Paul, Weiss, Rifkind, Wharton & Garrison LLP
• Expected Close: Q4 2017

Oz Parent signed an agreement to acquire eviCore healthcare for $3.6 billion on October 9, 2017.

The deal will be funded using existing cash resources and a revolving credit facility.

Express Scripts, parent company of Oz Parent, will directly integrate eviCore into its business to reduce spending on medical benefits management. The combined company will offer a comprehensive patient benefit management solution and hopes to become “the nation’s leading patient benefit manager.”

The deal also provides diversification for Express Scripts who is facing various challenges with competitors and a major health insurance company.  Express Scripts hopes to leverage eviCore’s 100 million customers for additional cross-selling opportunities.

Target: Selected Crop Science businesses from Bayer

• Industry: Industrials
• Acquirer: BASF SE (DB:BAS)
• Target: Selected Crop Science businesses from Bayer Aktiengesellschaft
• Size: €5.9 billion
• Consideration: 100% Cash
• Source of Funds: Cash, Debt
• Sell Side Advisors: Credit Suisse, BofA Merrill Lynch
• Buy Side Advisor: Not Disclosed
• Legal Advisors: Sullivan & Cromwell LLP, Dentons, Cohen & Grigsby P.C., Redeker Sellner Dahs & Widmaier, Freshfields Bruckhaus Deringer
• Expected Close: Q1 2018

BASF signed an agreement to acquire selected Crop Science businesses from Bayer for €5.9 billion on October 13, 2017. The deal values the assets at an implied EV/EBITDA of 15.3x.

The deal will be financed through existing cash on hand, commercial papers and bonds.

The deal will include Bayer’s global glufosinate-ammonium business, LibertyLink™ technology for herbicide tolerance, and respective research and development capabilities. The physical assets include 5 chemical production and formulation sites, 10 R&D sites, and a regional seed production and breeding facilities.

The assets will strengthen BASF’s Agricultural Solutions offerings in key global markets with the majority of sales concentrated in North America. The portfolio of assets currently has an existing crop protection research pipeline worth over €3 billion in sales.

Bayer will use the proceeds from the sale to partially refinance its $53.3 billion planned acquisition of Monsanto.

To better understand our M&A write-ups, please refer to the following:

Mergers & Acquisitions
Cash or Stock Consideration for M&A
Accretion/Dilution Part I: EPS, Earnings Yield & All-Stock Transactions
Accretion/Dilution Part II: Math and Breakeven Premiums
Accretion/Dilution Part III: Using Debt for Acquisitions
Accretion/Dilution Part IV: Synergies & Sources of Funds