Baxter International Inc. and funds managed by global investment firm The Carlyle Group announced on August 13 that they have signed a definitive agreement under which Carlyle will acquire the kidney-care unit of Baxter International. The unit will be named Vantive.
The deal establishes Vantive as a leading standalone kidney care business backed by Carlyle’s global investment team and resources.
Every day, millions of patients, caregivers and healthcare providers rely on Baxter’s portfolio of diagnostic, critical care, kidney care, nutrition, hospital and surgical products used across patient homes, hospitals, physician offices and other sites of care. The company’s products, digital health solutions and therapies are available in more than 100 countries.
The Carlyle Group is one of the world’s largest private equity firms. It manages more than $435 billion of assets under management, as of June 30, 2024. Carlyle employs more than 2,200 people in 29 offices across four continents.
Baxter announced its intention to create a standalone kidney care company in January 2023 as part of its broader strategic realignment designed to enhance future performance and create value for all stakeholders. In March 2024, Baxter announced that it was in discussions to explore a potential sale of the segment. After reviewing the financial impact of the potential separation pathways, management and the Baxter Board determined that selling the business to Carlyle should maximize value for Baxter stockholders and best position Baxter and Vantive for long-term success, with enhanced flexibility to deploy capital toward opportunities that seek to accelerate each company’s respective growth objectives.
Baxter will receive approximately $3.5 billion in cash, with estimated net after-tax proceeds of $3 billion. Baxter intends to use after-tax proceeds from the transaction to reduce its debt, consistent with its stated capital allocation priorities.
Perella Weinberg Partners LP and J.P. Morgan Securities LLC are serving as financial advisors to Baxter, and Sullivan & Cromwell LLP and Baker McKenzie are serving as legal advisors to Baxter. Barclays and Goldman Sachs are serving as financial advisors, and Kirkland & Ellis LLP is serving as legal counsel to Carlyle. The transaction is anticipated to close in late 2024 or early 2025.
According to data captured in the LevinPro HC database, this is the ninth largest acquisition by purchase price announced so far this year, and the largest in the dialysis specialty. This also marks Carlyle’s largest healthcare deal by purchase price announced to date.
