McKesson Corporation and private equity group Clayton, Dubilier & Rice are negotiating a joint transaction to acquire Option Care Health that values the infusion services provider at more than $5 billion including existing debt. The proposed takeover surfaced after Option Care Health shares declined 27 percent during the calendar year, according to a Financial Times report published on October 5. The joint proposal values the target company at a premium to its recent public market pricing and triggered a 22 percent after-hours equity surge on October 5.
The corporate and financial sponsor partnership demonstrates a specific execution model for taking publicly traded healthcare assets private while managing significant capital requirements. By structuring the buyout as a joint venture where Clayton, Dubilier & Rice holds a 51 percent controlling interest and McKesson Corporation takes 49 percent, the strategic buyer limits immediate balance sheet exposure. The approach secures a strategic asset in the specialty infusion sector and establishes a mechanical path to ultimate full ownership without absorbing the target company’s entire $1.2 billion debt load immediately.
Option Care Health delivered specialty at-home and alternate-site infusion therapy to over 315,000 patients across 184 care centers in the previous year. McKesson Corporation negotiated a specific contractual call option within the proposed deal structure, according to the Financial Times on October 5, granting the pharmaceutical distributor the right to acquire the private equity sponsor’s controlling stake at an unspecified future date. The precise mechanics of this call option dictate how both acquiring parties will finance the immediate $5 billion valuation.
Proposed transaction terms and operational scope
The financial parameters outline a complex ownership transfer for the public healthcare entity. Option Care Health operates a massive clinical network that the buyers intend to take private through a specialized corporate structure. The table below details the proposed figures reported by the Financial Times and Reuters on October 5.
| Category | Detail |
|---|---|
| Acquiring Parties | McKesson Corporation and Clayton, Dubilier & Rice |
| Target Company | Option Care Health |
| Implied Enterprise Value | More than $5 billion (Financial Times, October 5) |
| Implied Equity Value | Not disclosed in primary reports |
| Price Per Share | Not disclosed |
| Consideration Type | Not disclosed |
| Premium and Basis | Not disclosed specifically, though shares surged 22 percent after hours against a prior 27 percent year-to-date decline (Financial Times, October 5) |
| Financing Structure | Not disclosed |
| Closing Conditions | Not disclosed |
| Expected Timetable | Announcement possible by October 6 (Financial Times, October 5) |
Legal and financial advisers
Primary sources and financial media outlets have not published the names of the investment banks or law firms working on the transaction. Representatives for Option Care Health, McKesson Corporation, and Clayton, Dubilier & Rice did not disclose adviser information in their initial responses to the press. Regulatory filings with the United States Securities and Exchange Commission on October 5 contain no formal transaction agreements or engagement letters detailing advisory roles.
Origins of the joint buyout proposal
The transaction negotiations follow a period of sustained public market pressure on Option Care Health. The company carries a $1.2 billion debt pile and experienced a 27 percent share price decline over the course of the year prior to the October 5 reports. Clayton, Dubilier & Rice and McKesson Corporation identified an opportunity to acquire the 184 care centers at a depressed public valuation.
McKesson Corporation recently executed a strategic pivot into direct clinical, specialty care, and oncology services. The pharmaceutical distributor agreed to acquire Precision Medicine Group for between $2.2 billion and $2.3 billion earlier in the year. The joint bid for Option Care Health extends this corporate strategy into the specialty infusion market. The Financial Times reported on October 5 that the parties advanced their negotiations over the weekend. Neither Option Care Health nor the bidding consortium released a formal press statement regarding the origin of the talks.
The structure of the talks indicates a shared desire to split the immediate financial burden. McKesson Corporation secures access to the alternate-site infusion therapy network. Clayton, Dubilier & Rice deploys its institutional capital into a defensive healthcare asset with a built-in exit mechanism.
Target valuation and comparable healthcare transactions
The bidding consortium values Option Care Health at more than $5 billion including the target company’s existing debt obligations. Financial press reports on October 5 did not specify the implied enterprise value to earnings before interest, taxes, depreciation, and amortization multiple. The parties also kept the price-to-earnings multiple and the enterprise value to revenue multiple confidential.
The Financial Times reported that Option Care Health held a standalone enterprise value of $4.7 billion at the market close on October 5. Traders Union reported a slightly different baseline enterprise value of approximately $4.6 billion on the same date. The $5 billion headline valuation implies a premium over these baseline metrics. The market reacted swiftly to the leaked negotiations. Option Care Health shares surged 22 percent in after-hours trading, according to Investing.com on October 5. Traders Union tracked localized trading peaks of approximately 24 percent, pushing the stock to $28.89 per share.
Private equity healthcare investments frequently utilize similar valuation frameworks when assessing clinical service providers. Comparable transactions in the specialty infusion sector remain scarce in the immediate public record for 2026. McKesson Corporation paid between $2.2 billion and $2.3 billion for Precision Medicine Group, establishing a baseline for the strategic buyer’s willingness to deploy capital for specialized medical services.
Capital deployment and structural mechanics
The acquiring consortium plans to execute the acquisition through a joint venture entity. Clayton, Dubilier & Rice will hold a 51 percent controlling interest in the special purpose vehicle. McKesson Corporation will hold the remaining 49 percent minority stake. The Financial Times reported these exact ownership percentages on October 5.
This bifurcated equity structure allows McKesson Corporation to avoid consolidating the entire $1.2 billion Option Care Health debt pile onto its own balance sheet immediately. Clayton, Dubilier & Rice assumes the majority control and the associated financial reporting responsibilities. The transaction incorporates a specific call option for the minority partner. McKesson Corporation retains a contractual right to acquire the 51 percent stake held by Clayton, Dubilier & Rice at a later date.
Specific details regarding the debt and equity financing package are not disclosed. Reuters and the Financial Times reported no information on third-party debt underwriting or lender syndication for the joint venture. The exact debt-to-equity ratio funding the $5 billion purchase remains private.
Operational risks and execution timeline
The transaction remains in the advanced negotiation phase and the parties have not signed a definitive merger agreement. Reuters reported on October 5 that the talks remain fluid.
* October 5, 2026: Financial media publishes details of the advanced negotiations.
* October 6, 2026: The earliest potential date for a formal transaction announcement, according to the Financial Times.
The parties have not disclosed specific closing conditions or antitrust clearance milestones. The transaction lacks disclosed break fees. The parties must secure approval from Option Care Health shareholders if the board of directors accepts the proposal. The acquiring consortium must also navigate federal antitrust scrutiny regarding McKesson Corporation expanding its healthcare services footprint. No competing proposals or rival bids have emerged.
Discrepancies in financial reporting
Financial media outlets published conflicting figures regarding the baseline valuation of Option Care Health on October 5.
The Financial Times reported the target company’s standalone enterprise value at the Monday market close stood at $4.7 billion. Traders Union reported a baseline enterprise value of $4.6 billion on the same date.
The after-hours market reaction also generated slightly different data points across financial platforms. The Financial Times and Investing.com reported a 22 percent equity surge following the buyout news. Traders Union tracked market trade feeds showing peaks of approximately 24 percent to $28.89 per share. The bidding consortium and the target company filed no documents with the United States Securities and Exchange Commission to resolve these discrepancies.
The transaction requires formal documentation to confirm the exact equity value. The exact premium offered to the target company shareholders remains obscured by the lack of a public price per share figure. Clayton, Dubilier & Rice and McKesson Corporation maintain their silence regarding the specific financial terms.
Sources
Company and regulator filings
Press and analysis
- Financial Times, Content 0bc54eaf-d545-4591-bb7c-ec3cbc1cb89a
- StreetInsider, Option Care Health surges 22% on report of $5 billion takeover by McKesson, CD&R
Facts as of 5 October 2026.
