Syneos Health Stockholders Approve Agreement with Private Investment Consortium
Syneos Health Stockholders Approve Agreement with Private Investment Consortium
MORRISVILLE, N.C., Aug. 02, 2023 (GLOBE NEWSWIRE) — Syneos Health, Inc. (Nasdaq: SYNH) (“Syneos Health” or the “Company”), a leading fully integrated biopharmaceutical solutions organization, today announced that the Company’s stockholders approved an agreement to take the Company private through an acquisition by a consortium of private investment firm affiliates comprised of Elliott Investment Management L.P., Patient Square Capital, and Veritas Capital at a special meeting of stockholders held earlier today. As previously announced, under the terms of the agreement, Syneos Health stockholders will receive $43.00 in cash for each share of Syneos Health common stock owned at the closing of the transaction, if completed.
“We thank our stockholders for their strong support for this transaction,” said Michelle Keefe, CEO of Syneos Health. “We look forward to closing the transaction, further executing on our growth priorities, and driving customer success by delivering fit-for-purpose, integrated solutions that help them bring life-saving therapies to patients.”
Completion of the transaction is expected in the second half of 2023, subject to the satisfaction of customary closing conditions, including regulatory approvals.
The final voting results of the Syneos Health special meeting will be reported in a Form 8-K to be filed by Syneos Health with the U.S. Securities and Exchange Commission.
Date of Second Quarter 2023 Results
Syneos Health will file its Quarterly Report on Form 10-Q by Wednesday, August 9, 2023. In light of the pending transaction, Syneos Health will not conduct an earnings conference call.
About Syneos Health
Syneos Health® (Nasdaq:SYNH) is a leading fully integrated biopharmaceutical solutions organization built to accelerate customer success. We translate unique clinical, medical affairs and commercial insights into outcomes to address modern market realities.
We bring together a talented team of professionals, who work across more than 110 countries, with a deep understanding of patient and physician behaviors and market dynamics.
Together we share insights, use the latest technologies and apply advanced business practices to speed our customers’ delivery of important therapies to patients.
Syneos Health supports a diverse, equitable and inclusive culture that cares for colleagues, customers, patients, communities and the environment.
To learn more about how we are Shortening the distance from lab to life®, visit syneoshealth.com or subscribe to our podcast.
About Elliott Investment Management
Elliott Investment Management L.P. manages approximately $55.2 billion of assets as of December 31, 2022. Founded in 1977, it is one of the oldest investment managers of its kind under continuous management. The Elliott funds’ investors include pension plans, sovereign wealth funds, endowments, foundations, funds-of-funds, high net worth individuals and families, and employees of the firm.
About Patient Square Capital
Patient Square Capital (www.patientsquarecapital.com) is a dedicated health care investment firm that partners with best-in-class management teams whose products, services and technologies improve health. Patient Square Capital utilizes deep industry expertise, a broad network of relationships and a partnership approach to make investments in companies grow and thrive. Patient Square Capital invests in businesses that strive to improve patient lives, strengthen communities, and create a healthier world.
About Veritas Capital
Veritas Capital is a longstanding technology investor with over $40 billion of assets under management and a focus on companies operating at the intersection of technology and government. The firm invests in companies that provide critical products, software, and services, primarily technology and technology-enabled solutions, to government and commercial customers worldwide. Veritas seeks to create value by strategically transforming the companies in which it invests through organic and inorganic means. Leveraging technology to make a positive impact across vitally important areas, such as healthcare, education, and national security, is core to the firm. Veritas is a proud steward of national assets, improving the quality of healthcare while reducing cost, advancing our educational system, and protecting our nation and allies. For more information, visit www.veritascapital.com.
Certain statements contained in this press release constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical fact, are statements that could be deemed forward-looking statements, including statements containing the words “predicts,” “plans,” “expects,” “anticipates,” “believes,” “goal,” “target,” “estimate,” “potential,” “may,” “might,” “could,” “see,” “seek,” “forecast,” and similar words. All statements, other than historical facts, including statements regarding the expected timing of the closing of the proposed transaction; the ability of the parties to obtain any required regulatory approvals in connection with the proposed transaction; the ability of the parties to complete the proposed transaction considering the various closing conditions; the expected benefits of the proposed transaction; execution of the Company’s strategy and future growth initiatives; the expected date of release of the Company’s second quarter 2023 financial results; and any assumptions underlying any of the foregoing, are forward-looking statements. The forward-looking statements are based on Syneos Health’s current plans and expectations and involve risks and uncertainties which are, in many instances, beyond its control, and which could cause actual results to differ materially from those included in or contemplated or implied by the forward-looking statements. Such risks and uncertainties include, among others: (i) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement, including the failure to close the proposed transaction by November 10, 2023; (ii) the failure to obtain certain required regulatory approvals to the completion of the proposed transaction or the failure to satisfy any of the other conditions to the completion of the proposed transaction; (iii) any difficulties of Star Parent, Inc., an affiliated entity of Elliott Investment Management, Patient Square Capital and Veritas Capital, in financing the transaction as a result of uncertainty or adverse developments in the debt or equity capital markets or otherwise; (iv) the effect of the announcement of the proposed transaction on the ability of Syneos Health to retain and hire key personnel and maintain relationships with its key business partners and customers, and others with whom it does business, or on its operating results and businesses generally; (v) the response of competitors to the proposed transaction; (vi) risks associated with the disruption of management’s attention from ongoing business operations due to the proposed transaction; (vii) the ability to meet expectations regarding the timing and completion of the proposed transaction; (viii) significant costs associated with the proposed transaction; (ix) ongoing and potential future litigation relating to the proposed transaction; (x) restrictions during the pendency of the proposed transaction that may impact Syneos Health’s ability to pursue certain business opportunities; and (xi) the risk factors set forth in Syneos Health’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 as updated by its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023 and other filings with the Securities and Exchange Commission, copies of which are available free of charge on Syneos Health’s website at www.investor.syneoshealth.com. Syneos Health assumes no obligation and does not intend to update these forward-looking statements, except as required by law.
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