Castlight Health and Vera Whole Health merge into a $ 370 million deal

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What you should know:

– Castlight Health and Vera Health announce merger, the combined company will integrate Castlight’s market-leading navigation technology with Vera’s best advanced primary care model to expand access to care, reduce healthcare costs and improve the results.


Castlight Health, Inc. (“Castlight”) (NYSE: CSLT), a navigation and health data company, and Vera Whole Health, Inc. (“True”), a pioneer in advanced primary care, jointly announced fusion agreement under which the companies will be combined. The combined company will integrate market-leading technology into Castlight with clinics, healthcare professionals and strategic partnerships with local providers, with the potential to transform the way patients access and participate in care, such as providers offer attention and how employers and other buyers pay for care.

Vera is the only care model with the ability to deliver the health of the entire system to a diverse patient population from a single care center. The Vera model is designed exclusively to help people achieve optimal social, psychological and physical well-being, a result that is neither likely nor affordable within the current disease care system.

Financial conditions of the merger

The merger, which was approved unanimously by Castlight’s Board of Directors, is valued at approximately $ 370 million and will be structured as a public takeover bid to acquire all outstanding shares. of Castlight. Under the terms of the agreement, Vera will launch a public offering to acquire all outstanding shares of Castlight Class A common shares and Class B common shares for $ 2.05 in cash per share, which represents a 25% premium over at the closing price from 4 January. 2022 and a 35% premium on the 30-day weighted average share price. Funds Clayton, Dubilier & Rice (“CD&R”), Vera’s majority shareholder, have pledged up to $ 338 million to support the combination, and Anthem, Inc. (“Anthem”), a long-standing health and strategic company. Castlight customer, will make an investment in the combined company.

Anthem joins Morgan Health, the JP Morgan Chase & Co. business focused on transforming employee health care, and Central Ohio Primary Care, the nation’s largest independent primary care group, as key strategic partners. of the combined company. CD & R’s initial investment in Vera was made in early 2021 and was followed by a series of investments in value-focused care companies such as agilon health, Millennium Physician Group and naviHealth.

Scale attention based on value in the commercial market

“The integration of our data and navigation technology with Vera’s high-quality primary care offering responds to the fundamental need for a coordinated and personalized patient experience, while enabling providers to improve results and reduce costs and for entrepreneurs to participate in full risk sharing for the first time, ”he said. Maeve O’Meara, CEO of Castlight. “We are delighted to be working with Vera and CD&R to open this new frontier in healthcare.”

“Equipping our advanced primary care teams and our patients with the leading digital browsing and participation capabilities of the Castlight industry enhances our ability to reduce the total cost of care while improving social, mental health. and physics of our patients, “said Ryan Schmid, founder and CEO. Officer of Vera. “Customizing care plans and engagement campaigns while providing quality care and cost data to our healthcare teams and patients will greatly improve the patient journey and our ability to manage commercial populations.”



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