M+A Due Diligence / Operations, Manufacturing
Respiratory; ventilators and consumables
Apax is a private equity firm based in London that invests in companies with enterprise values between €1 and €5B. Their portfolio companies employ over 150,000 people and generate combined revenues over $21B.
In 2015 Becton Dickinson had acquired Carefusion and on the day of the transaction announced it would sell the respiratory business (now Vyaire). However, it would be a difficult transaction for Apax due to complicated transitional supply agreements (TSAs) and this business had not been a stand-alone business since Baxter acquired it from Air Life in the early 90’s. This required a unique transaction: Apax would acquire 51% of the business with BD keeping 49% of the business. Once the TSAs and other milestones were met then Apax would acquire BD’s remaining shares.
How Did BCS Help?
BCS was engaged to provide operational due diligence and go forward recommendations to Apax. BCS visited key manufacturing facilities, participated in management presentations and analyzed all provided financial and operational documents. BCS outlined key manufacturing capabilities, areas of weakness, concerns, risks, recommendations, competitor benchmarking and areas for operational improvement
Apax proceeded with the acquisition and Vyaire retained BCS for 3 months to offer transitional site leadership of its critical $150 VOP manufacturing operation in Mexico. Within 18 months Vyaire purchased all remaining shares from BD.