Madison Dearborn Partners Completes Acquisition of Benefytt Technologies
21 Agosto 2020 - 9:30AM
Benefytt Technologies, Inc.(“Benefytt” or “the Company”), a health
insurance technology company and leading distributor of
Medicare-related health insurance plans, today announced that funds
affiliated with Madison Dearborn Partners, LLC (the “MDP Funds”)
have completed their previously disclosed acquisition of Benefytt.
The Company will maintain its brand name and build upon its
tech-first mission to help consumers connect with Medicare and
other health and life insurance products. Gavin Southwell will
continue to serve as the Chief Executive Officer of Benefytt, and
the Company will remain headquartered in Tampa, Fla.
The closing of the transaction follows the successful completion
of the MDP Funds’ purchase of the majority of Benefytt’s
outstanding shares of common stock for $31.00 per share in an
all-cash tender offer (the “Tender Offer”). The Tender Offer
expired at one minute after 11:59 p.m. Eastern Time on August 20,
2020. A total of 13,576,316 shares of Benefytt’s Class A common
stock were validly tendered and not withdrawn (including 1,721,795
shares tendered by guaranteed delivery) pursuant to the terms of
the definitive agreement for the acquisition (the “Merger
Agreement”), representing approximately 95.2% of Benefytt’s
outstanding shares. No shares of Benefytt’s Class B common stock
were outstanding upon the expiration of the Tender Offer. All
shares tendered in the Tender Offer have been accepted for payment
by Daylight Beta Corp. (“Purchaser”), a wholly owned subsidiary of
the MDP Funds, and Purchaser will promptly make payment for such
tendered shares. The transaction was completed through the
consummation of a merger pursuant to which the MDP Funds purchased
all remaining outstanding shares of Benefytt’s Class A common stock
at a per share price equal to the Tender Offer price.
Gavin Southwell, Benefytt’s Chief Executive Officer and
President, commented, “Today’s closing is an important milestone in
Benefytt’s ongoing work to become a premier health insurance
technology company. As we enter this next phase, the entire
Benefytt team looks forward to drawing upon Madison Dearborn’s deep
expertise in the insurance technology and health care industries to
drive our transformation strategy forward.”
Vahe Dombalagian, a Managing Director on Madison Dearborn’s
Financial & Transaction Services team, added, “In this
ever-changing market for Medicare-related plans and services,
Benefytt’s approach offers consumers a highly personalized and
accessible enrollment experience. We are excited to build on
Benefytt’s technology-driven model and support Gavin and the rest
of the management team as they continue to lead Benefytt’s
strategic transformation and product diversification.”
As a result of the completion of the acquisition, Benefytt is
now a private company, substantially owned by the MDP Funds, and is
no longer listed on the Nasdaq Global Select Market.
Weil, Gotshal & Manges LLP served as legal advisor to
Benefytt and BofA Securities acted as exclusive financial advisor.
Kirkland & Ellis LLP served as legal advisor to the MDP Funds
and SunTrust Robinson Humphrey, Inc. acted as financial advisor.
Committed financing for the transaction was provided by Truist
Bank, Regions Bank, RBC Capital Markets and TD Bank.
About Benefytt Technologies, Inc.Benefytt
Technologies, Inc. is a health insurance technology company that
primarily engages in the development and operation of private
e-commerce health insurance marketplaces, consumer engagement
platforms, agency technology systems, and insurance policy
administration platforms. By leveraging existing and emerging
platforms and Technologies, the Company offers a range of
Medicare-related insurance plans from many of the nation’s leading
carriers as well as other types of health insurance and
supplemental products that meet the needs of consumers.
About Madison Dearborn Partners, LLCMadison
Dearborn Partners, LLC ("Madison Dearborn") is a leading private
equity investment firm based in Chicago. Since Madison Dearborn’s
formation in 1992, the firm has raised aggregate capital of over
$26 billion and has completed over 140 investments. Madison
Dearborn invests across five dedicated industry verticals,
including financial and transaction services; health care; basic
industries; business and government software and services; and
telecom, media and technology services. For more information,
please visit www.mdcp.com.
Cautionary Note on Forward Looking
Statements
The matters discussed in this communication may constitute
forward-looking statements. These statements involve known and
unknown risks, uncertainties, and other factors that may cause our
actual results, activity levels, performance or achievements to be
materially different from any future results, activity levels,
performance or achievements expressed or implied by such
forward-looking statements. In some cases, you can identify these
statements by forward-looking words such as “could”, “expect”,
“estimate”, “may”, “potential”, “will”, and “would”, or similar
words. You should read statements that contain these words
carefully because they discuss our future expectations, contain
projections of our future results of operations or of our financial
position, or state other forward-looking information. There may be
events in the future that we are not able to predict or control
accurately, and numerous factors may cause events, our results of
operations, financial performance, achievements, or industry
performance, to differ materially from those reflected in the
forward-looking statements. For a more detailed discussion of these
factors, also see the information under the captions “Risk Factors”
and “Management's Discussion and Analysis of Financial Condition
and Results of Operations” in the Company’s most recent report on
Form 10-K for the year ended December 31, 2019.
As for the forward-looking statements and information that
relate to future financial results and other projections, actual
results will be different due to the inherent uncertainties of
estimates, forecasts and projections and may be better or worse
than projected and such differences could be material. Given these
uncertainties, you should not place undue reliance on these
forward-looking statements, which apply only as of the date of this
communication. Subsequent events and developments may cause our
views to change. While we may elect to update the forward-looking
statements at some point in the future, we specifically disclaim
any obligation to do so. Annualized, pro forma, projected and
estimated numbers are used for illustrative purpose only, are not
forecasts and may not reflect actual results.
Contacts
For Benefytt Technologies, Inc.: Michael DeVries Senior Vice
President, Finance 813-906-5314 mdevries@bfyt.com
For MDP: Abernathy MacGregor Chuck Dohrenwend or Deirdre Walsh
212-371-5999 AbmacMDCP@abmac.com
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