Premier (NASDAQ: PINC) stockholders approve $2.6bn buyout by Patient Square Capital, closing set for November 25

Premier stockholders approve $2.6B sale to Patient Square Capital. Find out what this means for investors, healthcare tech, and future innovation.

Premier, Inc. (NASDAQ: PINC) has received overwhelming stockholder approval for its $2.6 billion acquisition by Patient Square Capital, a move that will transition the healthcare technology and supply chain improvement firm into private ownership. The vote, which took place during a Special Meeting of Stockholders, resulted in approximately 99 percent of votes cast in favor of the transaction. This vote represented around 79 percent of Premier’s total outstanding common shares as of the October 21, 2025, record date.

The acquisition, first announced in September 2025, offers Premier stockholders $28.25 in cash per share. This price reflects a 23.8 percent premium over Premier’s 60-day volume-weighted average share price as of September 5, 2025. With this key approval secured, the transaction is expected to close on or around November 25, subject to standard regulatory and procedural conditions. Upon closing, Premier’s common stock will be delisted from NASDAQ, marking a new phase in the company’s operational trajectory.

Why the Premier–Patient Square deal is being positioned as a long-term strategic shift

Premier’s board of directors has described the deal as the outcome of a comprehensive strategic review spanning several years. Board Chair Richard Statuto stated that the unanimous vote in favor of the acquisition followed extensive evaluation of potential paths forward for the company, adding that Patient Square Capital’s investment brings immediate and certain value to stockholders while also providing financial flexibility for future innovation. Premier’s leadership believes that moving away from the constraints of public markets will accelerate the company’s ability to invest in next-generation healthcare solutions.

President and Chief Executive Officer Michael J. Alkire echoed this sentiment by emphasizing that the shift to private ownership will allow Premier to focus more aggressively on expanding its product portfolio. Since its IPO in 2013, Premier has built a reputation for driving cost reductions and operational improvements across healthcare systems through technology, data analytics, and supply chain management. With additional capital now accessible under private ownership, Premier intends to accelerate its efforts in tech-enablement, data-driven services, and platform integration.

What Patient Square Capital gains by acquiring Premier’s healthcare platform

The acquisition represents a significant strategic win for Patient Square Capital, which focuses exclusively on healthcare investments and manages over $14 billion in assets. Founding Partner Neel Varshney, M.D. said that Premier has long been viewed as a differentiated healthcare services company with deep relationships across hospitals, suppliers, and care networks. He noted that Patient Square sees considerable potential to grow Premier’s core services, including supply chain optimization, analytics, and consulting for U.S. healthcare providers.

Premier’s offerings are already embedded in a large network of healthcare institutions and systems, giving Patient Square a foothold in both cost containment and digital transformation areas of the healthcare economy. With this acquisition, Patient Square gains a scalable, profitable, and mission-critical platform with long-term potential for operational expansion and technology integration.

How the deal affects Premier’s capital allocation and dividend strategy

As part of the shift to private ownership, Premier will suspend future dividends on its common stock. The company’s most recent dividend, totaling $0.21 per share, was paid on September 15, 2025. Premier stated that this suspension will allow it to channel more capital into product development, member services, and healthcare technology initiatives that support its long-term strategy.

The removal of quarterly earnings pressures and dividend obligations provides Premier with greater agility in responding to shifting healthcare trends. According to executives, this structural change aligns the company with a longer investment horizon and gives it the financial leeway to pursue both organic and inorganic growth more aggressively.

What institutional investors and analysts are watching ahead of the closing date

Following the initial acquisition announcement in September, Premier’s stock price experienced a noticeable bump, reflecting positive market sentiment toward the transaction. The 23.8 percent premium was viewed by analysts as a signal that Patient Square values Premier’s long-term potential beyond immediate earnings.

Analysts monitoring the deal have noted that the overwhelming stockholder support points to broad confidence in Premier’s roadmap and its ability to transition successfully under private equity ownership. The fact that the transaction is not subject to a financing contingency has also been viewed favorably, lowering execution risk and enhancing deal certainty.

With the November 25 closing date approaching, investors are now focused on how Premier will deploy its enhanced capital position post-acquisition and whether it will pursue bolt-on acquisitions or platform upgrades in key service areas like procurement software, digital therapeutics, or healthcare consulting.

How did the advisory teams on both sides shape the structure, valuation, and closing path of the Premier–Patient Square acquisition?

Premier was advised by Goldman Sachs & Co. LLC and BofA Securities, Inc. in its capacity as financial advisors. Legal counsel was provided by Wachtell, Lipton, Rosen & Katz, while Joele Frank managed strategic communications. For the Transaction Committee of Premier’s Board, Cravath, Swaine & Moore LLP served as independent legal counsel.

Patient Square Capital brought on Jefferies LLC and Santander as financial advisors, and Perella Weinberg Partners LP assisted with debt capital markets advisory. Legal representation for Patient Square included Kirkland & Ellis LLP as general counsel and Ropes & Gray LLP for healthcare-specific legal matters.

The acquisition is part of a broader wave of private equity interest in healthcare enablement platforms, especially those combining procurement, analytics, and digital transformation capabilities. As hospital systems continue to face budgetary constraints, vendor consolidation, and regulatory shifts, companies like Premier have become increasingly attractive due to their embedded network relationships and recurring revenue models.

With Premier no longer trading publicly, Patient Square is expected to take a longer-term approach to value creation. The firm’s investment philosophy centers around scalable healthcare businesses that can leverage data and technology to improve operational outcomes. In Premier’s case, this includes enhancing provider efficiency, expanding its consulting footprint, and driving innovation in supply chain logistics.

The healthcare investment community is paying close attention to how this transaction plays out. If successful, it may trigger additional activity across similarly positioned firms looking to unlock growth by going private.

What key milestones, regulatory confirmations, and procedural steps remain before the Premier–Patient Square acquisition reaches final closing?

Now that shareholder approval is confirmed, Premier and Patient Square Capital are expected to finalize regulatory filings and complete any remaining procedural steps required before the official closing. Once completed, Premier will become a wholly owned subsidiary of Patient Square and operate as a private company.

The final vote results from the Special Meeting will be filed with the U.S. Securities and Exchange Commission in a forthcoming Form 8-K, which will also confirm the deal’s closure status. For customers, members, suppliers, and stakeholders in the broader healthcare ecosystem, Premier has indicated that operations will continue uninterrupted during the transition.

As a private entity with the backing of a deep-pocketed healthcare investor, Premier is preparing to enter its next phase focused on technology modernization, expansion of data services, and a more flexible, long-term capital allocation model that supports innovation.

What are the key takeaways from Premier’s stockholder approval of the Patient Square acquisition?

Premier, Inc.’s $2.6 billion all-cash acquisition by Patient Square Capital has officially received stockholder approval. Here are the most important developments and strategic implications from the transaction:

  • Stockholders approved the deal with 99 percent of votes cast in favor, representing 79 percent of total outstanding shares as of the October 21 record date.
  • Each share of Premier common stock will be converted into $28.25 in cash, offering a 23.8 percent premium over the 60-day average trading price before the announcement.
  • The deal is expected to close on or about November 25, 2025, subject to final customary conditions. Premier’s stock will be delisted from NASDAQ, transitioning the firm into a privately held entity.
  • Premier’s board described the transaction as a strategic decision following a multi-year review of alternatives, aimed at unlocking long-term innovation and growth.
  • Premier will suspend dividends following the September 2025 payout, redirecting capital toward product development and platform investment.
  • Patient Square Capital sees Premier as a foundational asset in healthcare enablement and intends to expand its supply chain, data, and consulting operations.
  • Financial and legal advisors across Goldman Sachs, BofA Securities, Jefferies, Kirkland & Ellis, and Wachtell, Lipton, Rosen & Katz supported the deal process.
  • Institutional sentiment remains constructive, with analysts noting high deal certainty and confidence in Premier’s pivot to private ownership.
  • The acquisition is part of a broader trend of private equity targeting healthcare technology and services firms with embedded network advantages and recurring revenues.
  • Premier’s transition marks a shift from quarterly market cycles to long-term private equity investment horizons, with expectations of renewed capital efficiency and digital innovation.

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