Transcarent, Inc. agreed to acquire Accolade, Inc. from AH Parallel Fund IV, L.P. and Andreessen Horowitz Fund IV, L.P. managed by Andreessen Horowitz LLC and others for approximately $610 million.
January 07, 2025
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Transcarent, Inc. entered into a letter of intent to acquire Accolade, Inc. (NasdaqGS:ACCD) from AH Parallel Fund IV, L.P. and Andreessen Horowitz Fund IV, L.P. managed by Andreessen Horowitz LLC and others for approximately $610 million on November 26, 2024. Transcarent, Inc. agreed to acquire Accolade, Inc. from AH Parallel Fund IV, L.P. and Andreessen Horowitz Fund IV, L.P. managed by Andreessen Horowitz LLC and others for approximately $610 million on January 8, 2025. Pursuant to the Merger Agreement, each share of Accolade will automatically be converted into the right to receive $7.03 in cash. In case of termination of transaction, Transcarent, Inc. will pay a termination fee of $29.95 million and McKesson Ventures, Cross Creek Advisors, LLC and Madera Technology Partners will pay a termination fee of $19.80 million. Transcarent will finance the transaction through a fully-committed equity financing led by General Catalyst and Glen Tullman?s 62 Ventures. Upon the completion of the acquisition, Accolade will become a privately held company and its common stock will no longer be listed on Nasdaq.
The transaction is subject to approval by regulatory board / committee, approval of merger agreement by target board, approval of offer by acquirer shareholders, approval of offer by acquirer board, approval of offer by target shareholders and subject to antitrust regulations. The deal has been unanimously approved by the board of acquirer and target. The transaction is expected to complete in Q2, 2025.
Evercore Inc. acted as financial advisor for Transcarent, Inc. Rich Mullen,Jack Hamilton,Ross Tanaka,Chris Philogene,Mark Baudler,Lianna Whittleton,Angela Loc,Amy Simmerman,Ryan Greecher,Tiphanie Cascella,Sriram Krishnamurthy,Matt Norgard,Jamillia Ferris,Matt McDonald,Kimberley Biagioli,Chris Paniewski,Matt Staples,Haley Bavasi,Eva Yin,Andrea Linna,Myra Sutanto Shen,Matt Gorman,Tarek Helou,Anne Seymour,Seth Cowell,Jim McCann and Martin Sul of Wilson Sonsini Goodrich & Rosati, P.C. acted as legal advisor for Transcarent, Inc. Morgan Stanley & Co. LLC acted as financial advisor for Accolade, Inc. Jamie Leigh, Anne Lieberman and Alan Hambelton of Cooley LLP acted as legal advisor for Accolade, Inc. Morgan Stanley & Co. LLC acted as fairness opinion provider for Accolade, Inc. MacKenzie Partners, Inc. acted as information agent to Accolade. Equiniti Trust Company, LLC acted as transfer agent to Accolade.
BlackRock, Inc., formerly BlackRock Funding, Inc., is an investment management company. It provides a range of investment management and technology services to institutional and retail clients. Its diverse platform of alpha-seeking active, index and cash management investment strategies across asset classes enables the Company to tailor investment outcomes and asset allocation solutions for clients. Its product offerings include single- and multi-asset portfolios investing in equities, fixed income, alternatives, and money market instruments. Its products are offered directly and through intermediaries in a range of vehicles, including open-end and closed-end mutual funds, iShares and exchange-traded funds, separate accounts, collective investment funds and other pooled investment vehicles. It also offers technology services, including the investment and risk management technology platform, Aladdin, Aladdin Wealth, eFront, and Cachematrix, as well as advisory services and solutions.
Transcarent, Inc. agreed to acquire Accolade, Inc. from AH Parallel Fund IV, L.P. and Andreessen Horowitz Fund IV, L.P. managed by Andreessen Horowitz LLC and others for approximately $610 million.