Optum makes play for Amedisys 

EDEN PRAIRIE, Minn., and BATON ROUGE, La. – Optum has submitted an all-cash proposal to the board of directors of Amedisys to combine with the company in an effort to advance value-based care. 

“Amedisys’ commitment to quality and care innovation within the home, and the patient-first culture of its people, combined with Optum’s deep value-based care expertise can drive meaningful improvement in the health outcomes and experiences of more patients at lower costs, leading to continued growth,” said Patrick Conway, M.D., CEO of Optum Care Solutions. 

Optum says its $100 per share all-cash transaction provides full and certain value to Amedisys shareholders. The proposed transaction represents a 26% premium over Amedisys’ most recent closing share price and a premium of 29% to the unaffected Amedisys share price of $77.26. Optum’s proposal has no financing contingency or condition and does not require shareholder approval. 

Earlier this year, on May 3, Option Care Health and Amedisys announced that they were merging in an all-stock transaction that values Amedisys at approximately $3.6 billion, including the assumption of net debt. 

On May 27, however, Amedisys’ board determined that the unsolicited proposal received from Optum could reasonably be expected to result in an “Amedisys Superior Proposal” as defined in the company's merger agreement with Option Care Health. As permitted by that agreement, Amedisys entered into a confidentiality agreement with Optum on May 30, 2023, and is currently engaging in exploratory discussions with Optum with respect to its proposal.  

Amedisys says it remains bound by the terms of the merger agreement with Option Care Health, and its board has not determined that Optum’s proposal constitutes a “Superior Proposal.” The company says the merger agreement with Option Care Health does not permit Amedisys to terminate the merger agreement in favor of an alternative transaction, or to enter into any agreements with respect to an alternative transaction, other than a confidentiality agreement. Amedisys notes that there can be no assurance that the discussions with Optum will result in a transaction.  

Amedisys says its stockholders do not need to take any action at this time. The board’s recommendation in favor of the merger agreement with Option Care Health and the merger with Option Care Health continues to be in effect.