Credit Suisse acted as exclusive financial advisor to Tivity Health and Bass, Berry & Sims PLC served as legal counsel. Evercore acted as exclusive financial advisor to Nutrisystem and Davis Polk & Wardwell LLP served as legal counsel.
The transaction, which is expected to close in the first quarter of 2019, is subject to shareholder approval, the receipt of regulatory approval and other customary closing conditions.
Nutrisystem is a provider of health and wellness and weight management products and services including Nutrisystem and South Beach Diet brands and has helped millions of people lose weight over the course of more than 45 years. Tivity Health provides fitness and health improvement programs in the United States. Tivity Health offers the SilverSneakers senior fitness program to members of the Medicare advantage, Medicare supplement and group retiree plans, and Prime fitness, a fitness facility access program through commercial health plans and employers.
The Davis Polk corporate team includes partners H. Oliver Smith (Picture) and Brian Wolfe and associates Evan Rosen and Dane G. Ferre. The tax team includes partner William A. Curran. The intellectual property and technology team includes partner Pritesh P. Shah. Partner Edmond T. FitzGerald and counsel Stephen I. Brecher are providing executive compensation advice. The credit team includes partner J.W. Perry. The antitrust and competition team includes partner Jesse Solomon.
Involved fees earner: William Curran – Davis Polk & Wardwell; Dane Ferré – Davis Polk & Wardwell; Edmond FitzGerald – Davis Polk & Wardwell; John Perry – Davis Polk & Wardwell; Evan Rosen – Davis Polk & Wardwell; Pritesh P. Shah – Davis Polk & Wardwell; Oliver Smith – Davis Polk & Wardwell; Jesse Solomon – Davis Polk & Wardwell; Brian Wolfe – Davis Polk & Wardwell; Stephen Brecher – Schulte Roth & Zabel;
Clients: Nutrisystem Inc.;