A consortium of The Vistria Group, LLC, General Atlantic Service Company, L.P. and Nautic Partners, LLC signed a definitive agreement to acquire PANTHERx Rare, LLC from Centene Corporation (NYSE:CNC) for approximately $1.5 billion on May 5, 2022. Following the close of the transaction, the three consortium participants will each hold equal ownership of PANTHERx. In a related transaction, Prime Therapeutics LLC signed a definitive agreement to acquire Magellan Rx Management, Inc. from Centene Corporation (NYSE:CNC) for $1.35 billion on May 3, 2022. Centene expects to receive aggregate proceeds of approximately $2.8 billion, subject to customary purchase price adjustments from the transactions. Following the close of the transaction, the three consortium participants will each hold equal ownership of PANTHERx.
The transaction is subject to U.S. federal antitrust clearance under the Hart-Scott Rodino Act, receipt of applicable regulatory approvals and satisfaction of other customary closing conditions. The transaction is expected to close in the next two to four months. Centene intends to use the majority of the net proceeds from the sales to repurchase stock and the balance to reduce debt. Each of the transactions is expected to be neutral to slightly accretive to Centene's Adjusted Earnings Per Share in the 12-month period post-closing.
Barclays PLC (LSE:BARC) acted as the financial advisor, and Bass Berry Sims, PLC acted as the legal advisor to Centene. Martin Ruhaak, Matthew Richards, Andrea Hwang, Eve Brunts, Edward McNicholas, Alyssa Kollmeyer, James Brown, Regina Sam Penti, Alexandra Alperovich, Richard Kidd, Kellie Combs, Samer Musallam, Janet Coscino, Nichole Lopez-Tackett and Elizabeth Whitkin of Ropes & Gray LLP acted as the legal advisor to The Vistria Group, LLC. Matthew Abbott, Cullen Sinclair, Suhan Shim, Lindsay Parks, Jarrett Hoffman, Claudine Meredith-Goujon, Andrew Finch, Steven Herzog, Marta Kelly and Jared Nagley of Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as the legal advisor to General Atlantic.
A consortium of The Vistria Group, LLC, General Atlantic Service Company, L.P. and Nautic Partners, LLC completed the acquisition of PANTHERx Rare, LLC from Centene Corporation (NYSE:CNC) for approximately $1.4 billion on July 14, 2022.