Tivity Health Definitive Agreement to Be Acquired by Stone Point Capital for $2 Billion

We are representing Tivity Health Inc. (Nasdaq: TVTY), a leading provider of healthy life-changing solutions, in their agreement to be acquired by funds managed by Stone Point Capital, an investment firm based in Greenwich, Connecticut, with over $40 billion of assets under management. Under the terms of the agreement, Tivity Health stockholders will receive $32.50 in cash per share, representing a total transaction value of $2.0 billion. The transaction is expected to close in or prior to the third quarter of 2022, subject to shareholder and regulatory approval. Upon completion of the transaction, Tivity Health will become a privately held company, and its common stock will no longer be traded on Nasdaq.

The team was led by Bass, Berry & Sims attorneys Page Davidson, Tatjana Paterno and Scott Bell, and included corporate attorneys Tyler Huseman, Chris Climo, Patton Webb and Emily Shiever. Bryan Metcalf advised on tax matters; Fritz Richter and Noah Black advised on employee benefits matters; Jim Tate and Vince Lillegard advised on debt matters; Luke Smith and Will Sohn advised on antitrust matters; and Shelley Thomas and Zane Cavender advised on intellectual property matters.

“For close to 35 years we’ve had the opportunity to represent Tivity Health. We are immensely grateful for our long standing partnership and look forward to supporting their continued growth and success,” said Page. To read the full press release announcing the agreement, click here.

The transaction was highlighted in several media outlets, including:

Tivity Health® Inc. (Nasdaq: TVTY) is a leading provider of healthy life-changing solutions, including SilverSneakers®, Prime® Fitness and WholeHealth Living®.

About the Bass, Berry & Sims Corporate & Securities Practice

Bass, Berry & Sims has significant experience representing buyers and sellers in both public and private company strategic transactions, as well as extensive familiarity in structuring private equity acquisitions and financings. We have served as counsel to national, major middle-market private equity funds and portfolio companies in more than 100 transactions across a myriad of industries in the last two years. Our work has earned the firm honors in national industry outlets, including being named Law Firm of the Year in 2021 by The M&A Advisor. We’ve consistently been recognized by The M&A Advisor for our deal work, most recently winning the Healthcare/Life Sciences Deal of the Year (Over $100MM) and M&A Deal of the Year ($50MM to $75MM) in 2021. In addition, the firm has been listed in leading league tables, including being ranked as #15 Most Active in U.S. Private Equity and #5 Most Active in Healthcare PE (PitchBook 2021). To learn more about our team, industry experience and value-add, click here.

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