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TowerBrook Capital Partners L.P., Ascension Health Alliance, Clayton, Dubilier & Rice Holdings LLC, Raven Acquisition Holdings, LLC, and Project Raven Merger Sub, Inc. notify a proposed combination regarding R1 RCM Inc. under the Green Channel route. The proposed transaction involves the acquisition of voting securities in the Target by the Acquirers. The activities of the Parties do not exhibit any horizontal, vertical, or complementary overlaps in any plausible relevant markets in India. The Parties submit the notice under Regulation 5A and Schedule III of the Competition Commission of India Regulations.
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PUBLIC SUMMARY
UNDER REGULATION 13(1A) OF THE COMPETITION COMMISSION OF INDIA (PROCEDURE IN REGARD TO THE TRANSACTION OF BUSINESS RELATING TO COMBINATIONS) REGULATIONS, 2011 (AS AMENDED)
A. Parties to the combination are:
Acquirers
(a) TowerBrook Capital Partners L.P. (“TowerBrook”) and Ascension Health Alliance (“Ascension”) through their joint venture TCP-ASC ACHI Series LLLP (“Hold Co.”)
(b) Clayton, Dubilier & Rice Holdings LLC (“CD&R”)
(c) Raven Acquisition Holdings, LLC (“Parent”)
(d) Project Raven Merger Sub, Inc. (“Merger Sub”)
Target
R1 RCM Inc. is referred to as the “Target”.
The Acquirers and the Target are collectively referred to as the “Parties”.
B. Nature and Purpose of the Combination:
(a) acquisition of voting securities by TowerBrook and Ascension (through Hold Co.) in the Target, resulting in an increase of HoldCo.’s voting securities in the Target; and,
(b) acquisition of voting securities by CD&R in the Target.
C. Products, Services and Businesses of the Parties:
TowerBrook Capital Partners L.P. is an investment management firm based in Europe and the USA and focuses on making investments in large and middle market across a variety of sectors, including consumer goods, financial services, healthcare, technology/media/telecom, and industrials.
Ascension Health Alliance is a USA based nonprofit entity which through its subsidiaries provides healthcare services, delivery and solutions to support personalized care.
Hold Co. is a limited liability limited partnership, which is jointly controlled by TowerBrook and Ascension (from the perspective of Indian competition law).
CD&R is a private equity investment group based in the U.S., which originates structures and frequently acts as lead equity investor in management buyouts, strategic minority equity investments and other strategic investments in a variety of economic sectors.
Parent and Merger Sub are special purpose vehicles created for the purposes of the Proposed Transaction.
R1 RCM Inc. is a publicly traded company that provides technology-driven software solutions that transform the financial performance and patient experience for health systems, hospitals, and physician groups.
D. Respective markets in which the Parties operate:
The Parties’ activities do not exhibit any horizontal, vertical, or complementary overlaps in any of the plausible relevant markets in India.
Therefore, the Proposed Transaction is being notified under the Green Channel route in terms of Regulation 5A and Schedule III of the Competition Commission of India (Procedure in regard to the transaction of business relating to combinations) Regulations, 2011 (as amended).
