Friday 29 April 2016

29 April 2016 - US-based medical examination provider ExamWorks Group, Inc. (NYSE: EXAM) has entered into a definitive agreement to be acquired by an affiliate of US private equity firm Leonard Green and Partners, L.P., for USD 35.05 per share in cash, representing a total transaction value of approximately USD 2.2bn, the company said.

The offer price represents a 22% premium to the 90 day volume weighted average closing price of ExamWorks shares as of 26 April 2016.

The merger is subject to approval from ExamWorks shareholders and other customary closing conditions. The transaction is currently expected to close in 3Q16.

ExamWorks' board of directors, on the recommendation of a special committee composed entirely of independent directors approved the merger agreement and recommend that the company's shareholders vote in favor of the transaction.

In accordance with the merger agreement's "go shop" provision, the company will conduct a market test for 25 business days concluding 1 June 2016.

The company expects to release its 1Q16 earnings press release on or before 10 May 2016.

ExamWorks is a provider of independent medical examinations, peer reviews, bill reviews, Medicare compliance, case management, record retrieval, document management and other related services.

The company provides the majority of these IME services through our medical panel of credentialed physicians and other medical providers.

Founded in 1989 and based in Los Angeles, Leonard Green and Partners is a private equity firm whose investments include Life Time Fitness, The Container Store, Shake Shack, Whole Foods Market, Topshop, J.Crew, Jetro Cash and Carry, Activision, CHG Healthcare, and Petco.


Goldman, Sachs and Co. and Evercore Group L.L.C. are serving as financial advisors to ExamWorks. Paul Hastings LLP is serving as legal advisor to ExamWorks.

Latham and Watkins LLP is serving as legal advisor to Leonard Green and Partners, L.P. Fully committed debt financing is being provided by affiliates of BofA Merrill Lynch, Barclays and Deutsche Bank Securities Inc., each of which is also serving as a financial advisor to Leonard Green and Partners, L.P.