Simpson Thacher is representing M*Modal Inc. (NASDAQ: MODL) in connection with its announced sale to an affiliate of One Equity Partners for $14.00 per share in an all-cash deal with an enterprise value of approximately $1.1 billion. Bank of America Merrill Lynch and RBC Capital Markets are providing committed debt financing to One Equity Partners. The transaction is structured as a tender offer (followed by a short-form merger) and is expected to close during the third quarter of 2012, pending receipt by the purchaser of sufficient tendered shares to consummate the transaction, regulatory approvals and other customary closing conditions.

M*Modal is a leading provider of clinical documentation and workflow solutions for the healthcare industry. Investment funds affiliated with S.A.C. Private Capital Group, LLC, M*Modal’s largest shareholder owning approximately 31% of M*Modal’s outstanding shares, have agreed to tender their shares into the offer and to support the transaction.

The Simpson Thacher team for the transaction includes Daniel Clivner, Vijay Sekhon, Justin Yi, Matthew Reichstein and Joshua Pollick (M&A); Michael Reeves and Ellen Smiley (Capital Markets and Securities); Jennifer Levitt and Brandon Messina (Banking and Credit); Arman Oruc and Ellen Frye (Antitrust); Tristan Brown and Sarah Dale (Executive Compensation and Employee Benefits); Sean Austin and Chang Won Choi (Tax); Lori Lesser and Samantha Himelman (Intellectual Property); Krista McManus (Real Estate); and Steven DeLott (Insurance). Summer associates Robert Smith, Mimi Cheng and Ayal Bainvoll, provided valuable assistance.


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