The deal is fully financed with committed equity and debt, and the closing is not conditioned on financing — reducing execution risk. Key catalysts to watch: stockholder vote, HSR clearance, and state healthcare regulatory approvals. The termination date is October 5, 2027, providing a ~12-month window. Monitor for any competing bids given the go-shop provisions and the 4-business-day match-right period for superior proposals.
Price Chart
Executive Summary
Option Care Health (OPCH) has entered into a definitive merger agreement to be acquired by an investor group led by CD&R and McKesson for $32.05 per share in cash, representing a total enterprise value of approximately $5.8 billion and a ~37% premium to the prior closing price. The transaction is structured as a go-private merger, with CD&R holding ~51% and McKesson ~49% ownership. The deal is expected to close in H1 2027, subject to stockholder approval, HSR clearance, and certain healthcare regulatory approvals.
Key Financial Metrics
Key Facts
- All-cash acquisition at $32.05 per share, a ~37% premium to OPCH's October 5, 2026 closing price
- Total enterprise value of approximately $5.8 billion
- CD&R will hold ~51% majority interest; McKesson will invest ~$1.4 billion for ~49% minority interest
- Equity commitments of $2,873,295,853 from CD&R Fund XII and McKesson; debt commitment of up to $3.15 billion plus $500M revolver
- Closing not conditioned on financing; Parent Termination Fee of $291,927,951; Company Termination Fee of $145,963,976
- Expected to close in first half of calendar year 2027
- Company withdrawing previously disclosed financial guidance and will not host Q3 2026 earnings call
- Option Care Health will become a privately held company; OPCH common stock to be delisted from Nasdaq
Financial Impact
All-cash acquisition at $32.05 per share, ~37% premium to unaffected price; total enterprise value ~$5.8 billion
Risk Factors
- Regulatory risk: HSR and state healthcare regulatory approvals required; could delay or block the deal
- Stockholder approval risk: though likely given the 37% premium, a failed vote could trigger the Company Termination Fee
- Financing risk: though committed, any disruption in debt markets could impact the debt financing component
- Litigation risk: potential stockholder lawsuits challenging the deal or seeking appraisal rights
Investment Themes
Documents Analyzed
This report is based on 6 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEFA14A Filing (Primary) | 0001104659-26-113905 |
| Document: tm2627097d1_8k.htm | 0001104659-26-113905 |
| Document: tm2627097d1_ex99-1.htm | 0001104659-26-113905 |
| Document: 0001104659-26-113905-index-headers.html | 0001104659-26-113905 |
| Document: 0001104659-26-113905-index.html | 0001104659-26-113905 |
| Document: 0001104659-26-113905.txt | 0001104659-26-113905 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 6, 2026 20d ago | DEFA14A | $31.01 $31.12 | ▲ +0.35% | ▲ +1.34% | $31.26 (+0.82%) |
Oct 6, 2026 21d ago | DEFA14A | $31.00 $31.10 | ▲ +0.32% | ▲ +0.46% | $31.26 (+0.85%) |
Oct 6, 2026 21d ago | 8-K | $31.00 $31.10 | ▲ +0.32% | ▲ +0.46% | $31.26 (+0.85%) |
Jul 29, 2026 12w ago | 8-K | $23.93 $23.70 | ▼ −0.96% | ▼ −6.49% | $31.26 (+30.65%) |
Jun 4, 2026 20w ago | Press Release | $20.07 $20.78 | ▲ +3.54% | ▲ +6.09% | $31.26 (+55.78%) |
May 12, 2026 24w ago | 8-K | $19.59 $19.69 | ▲ +0.51% | ▲ +0.43% | $31.26 (+59.60%) |
May 4, 2026 25w ago | Insider Cluster | $21.30 $19.59 | ▼ −8.03% | ▼ −10.02% | $31.26 (+46.78%) |
May 4, 2026 25w ago | Insider Cluster | $21.30 $19.59 | ▼ −8.03% | ▼ −10.02% | $31.26 (+46.78%) |
May 4, 2026 25w ago | Insider Cluster | $21.30 $19.59 | ▼ −8.03% | ▼ −10.02% | $31.26 (+46.78%) |
Apr 8, 2026 28w ago | DEFA14A | $29.47 $28.33 | ▼ −3.87% | ▼ −7.05% | $31.26 (+6.09%) |
US Market Status
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