Tabula Rasa To Go Private In $570 Mln Deal With Nautic Partners; Stock Up In Premarket

Tabula Rasa HealthCare, Inc. (TRHC) announced Monday that it has entered into a definitive agreement to be acquired by Nautic Partners for $10.50 in cash per share. The all-cash transaction values Tabula Rasa at around $570 million, including net debt of around $262 million, on an enterprise value basis.

In pre-market activity on Nasdaq, Tabula Rasa shares were gaining around 31 percent to trade at $10.23.

Following the deal, Tabula Rasa will be combined with ExactCare Pharmacy, a portfolio company of Nautic.

Tabula Rasa Board of Directors has unanimously approved the deal, and Indaba Capital Management, L.P., its largest stockholder with an around 25% equity stake, has agreed to vote in favor of the deal.

The transaction is expected to close during the fourth quarter of 2023, subject to the satisfaction of customary closing conditions.

Following the deal closure, Tabula Rasa will become a privately held company owned by an affiliate of ExactCare. Its shares will no longer be listed on the Nasdaq stock exchange.

The consideration represents a premium of around 34% to Tabula Rasa’s closing stock price on August 4, the last trading day prior to the announcement.

Following the closing of the deal, John Figueroa, ExactCare’s current Executive Chairman, will assume the role of Chairman and CEO of the combined company. Brian Adams, Tabula Rasa’s current President and Chief Executive Officer, will assume the role of President of the combined company.

Tabula Rasa will continue operations in all of its locations, including Moorestown, New Jersey.

In the deal, Goldman Sachs & Co. LLC is acting as exclusive financial advisor to Tabula Rasa.

Cantor Fitzgerald & Co. is acting as lead financial advisor and Centerview Partners is also acting as financial advisor to ExactCare and Nautic.

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