Deal Flow
Letter · prints on one page
Transaction tear sheetData as of Nov 7, 2026
M&A · Industrials · Services-Business Services, NEC

Gainwell to acquire HMS Holdings Corp

Announced Dec 21, 2020 · Closed Apr 1, 2021

Deal value$3.40BEV $3.07B
Premium52.0%To unaffected price
EV / Adj. EBITDA20.8x4.8x EV / Revenue
ConsiderationAll cash$37.00 per share

Transaction

Acquirer
Gainwell
Target
HMS Holdings Corp
Buyer type
Strategic
Offer price per share
$37.00
Enterprise value
$3.07B
Status
Closed Apr 1, 2021

Deal protections

Break fee (target pays)
$67.4M · 2.0%
Reverse fee (buyer pays)
$185M · 5.5%
Go-shop
No-shop
Financing
No financing condition

Advisors

To the acquirer
Goldman Sachs
To the target
Barclays

Sector context · Industrials

Comparable deals
5 in the prior 24 months
Premium
52.0% vs. 22.0% sector median
EV / Adj. EBITDA
20.8x vs. 9.2x sector median
Break fee
2.0% vs. 2.4% sector median

Timeline

  1. AnnouncedDec 21, 2020
  2. Proxy filedFeb 4, 2021
  3. Definitive proxyFeb 22, 2021
  4. Shareholder voteMar 29, 2021
  5. ClosedApr 1, 2021
Sources
  • 8-K (EX-99.1) · Dec 21, 2020
  • 8-K · Dec 28, 2020

Adj. EBITDA is operating income + D&A + impairment, restructuring, deal costs and stock compensation, less any large gain on a sale, last twelve months, from the target's filings. Calculated by Castle, so it can differ from a bank's adjusted figure.

Prepared with Castle from public SEC EDGAR filings. Figures are extracted automatically; verify against the source documents. Not investment advice.