Going-Private Transaction for Chindex International at Increased Offer Price

April 17, 2014

Cleary Gottlieb is representing TPG in the going-private acquisition of Chindex International with an implied equity value of approximately $461 million. TPG is a member of a buyer group consisting of TPG, an affiliate of Shanghai Fosun Pharmaceutical and Ms. Roberta Lipson, the chief executive officer of Chindex. The original merger agreement announced on February 17, 2014, provided for the acquisition of Chindex for $19.50 per share. That agreement also provided for a go-shop period that led to Chindex’s Transaction Committee of independent directors receiving a superior proposal from another financial bidder, which led the buyer group to increase its offer to $24.00 per share and make other changes to the terms and conditions of the merger agreement. The parties entered into an amended and restated merger agreement on April 18, 2014.

The merger will be financed through cash contributed by TPG and, subject to approval by Fosun’s parent company’s shareholders, cash contributed by Fosun. Fosun and Mr. Lipson (and possibly certain other senior managers) will contribute equity in the form of existing Chindex shares.

The closing is expected to take place in the second half of 2014, subject to the approval by Chindex stockholders, the approval by a majority of Chindex disinterested stockholders, Chinese antitrust clearance and other customary closing conditions.

Chindex, a Delaware corporation, is an American health care company providing health care services in China through the operations of United Family Healthcare, a network of private primary care hospitals and affiliated ambulatory clinics.