8-KMaterial AgreementsExhibits & Filings

MCKESSON CORP 8-K Report, Material Agreement (Mar 7, 2017)

Filed March 7, 2017For Securities:MCK

Summary

McKesson Corporation (MCK) filed an 8-K on March 7, 2017, to report the completion of its previously announced agreement to form a new healthcare information technology company, Change Healthcare LLC. This transaction, effective March 1, 2017, involved a contribution and sale agreement with Change Healthcare Holdings, Inc. (CHC) and other parties, including affiliates of Blackstone and Hellman & Friedman. The filing also details the Third Amended and Restated Limited Liability Company Agreement governing the new entity, Change Healthcare LLC. This event signifies a significant strategic move for McKesson, as it merges its own healthcare IT business with CHC to create a new, independent entity. Investors should note that this transaction is a material development in McKesson's business structure, potentially impacting its future focus, capital allocation, and reporting segments. The involvement of major private equity firms highlights the strategic importance and valuation placed on this healthcare IT venture.

Key Highlights

  • 1McKesson Corporation has completed the formation of a new healthcare IT company, Change Healthcare LLC, as of March 1, 2017.
  • 2The formation involved a contribution and sale agreement with Change Healthcare Holdings, Inc. (CHC) and other key investors, including Blackstone and Hellman & Friedman.
  • 3A Third Amended and Restated Limited Liability Company Agreement governs the new entity, Change Healthcare LLC, outlining the rights and obligations of its members.
  • 4The filing officially announces the closing of the transaction that was previously announced and detailed in earlier filings.
  • 5This 8-K serves to provide the definitive documentation and confirmation of the material definitive agreement related to the creation of Change Healthcare LLC.
  • 6The transaction marks a significant restructuring of McKesson's healthcare IT assets into a separate, jointly owned entity.

Frequently Asked Questions

This 8-K filing reports the completion of McKesson Corporation's agreement to create a new healthcare information technology company, Change Healthcare LLC, by merging its own IT business with that of Change Healthcare Holdings, Inc. and other investors.

Key partners include McKesson Corporation, Change Healthcare Holdings, Inc. (CHC), HCIT Holdings, Inc. (Echo), and affiliates of The Blackstone Group, L.P. and Hellman & Friedman LLC.

The completion of the transaction, referred to as the 'Closing,' was effective on March 1, 2017.

This agreement governs the new entity, Change Healthcare LLC, and details the rights and responsibilities of its members, including McKesson's subsidiaries and Echo, in their roles within the newly formed company.