New Frontier Health Corp. (NYSE: NFH), operator of the premium healthcare services provider United Family Healthcare, has entered into a definitive agreement and plan of merger with Unicorn II Holdings Ltd, Unicorn II Parent Ltd and Unicorn II Merger Sub Ltd.
Pursuant to the merger agreement and subject to the terms and conditions thereof, merger sub will merge with and into the company, with the company continuing as the surviving entity and becoming a wholly-owned subsidiary of parent company, in a transaction implying an equity value of the company of approximately $1.6 billion.
Immediately following the consummation of the merger, the holding company will be beneficially owned by New Frontier Public Holding Ltd., HMJ Holdings Ltd., an NFPH-affiliated investment vehicle, Vivo Capital Fund IX (Cayman) LP, Fosun Industrial Co Ltd., the private equity business within Goldman Sachs Asset Management, certain affiliate of Warburg Pincus LLC and certain other investors.
Duff & Phelps, A Kroll Business operating as Kroll LLC is serving as the financial advisor to the special committee, Davis Polk & Wardwell LLP is serving as U.S. legal counsel to the special committee, and Maples & Calder (Hong Kong) LLP is serving as Cayman Islands legal counsel to the Special Committee. Simpson Thacher & Bartlett LLP is serving as U.S. legal counsel to the buyer consortium, Ogier is serving as Cayman Islands legal counsel to the buyer consortium, and Global Law Office is serving as PRC legal counsel to the buyer consortium.