McKesson’s Option Care Deal Turns Home Infusion Into a Staged Strategic Bet

McKesson is using private equity to make a sizable but measured move into home infusion. The drug distributor and Clayton, Dubilier & Rice agreed Tuesday to acquire Option Care Health for $32.05 a share in cash, valuing the company at about $5.8 billion including debt. The price represents a roughly 37% premium to Option Care’s October 5 close, and the shares jumped 32.6% after the announcement, according to the Associated Press.

The ownership structure is more revealing than the headline price. CD&R will hold about 51% of Option Care after closing, while McKesson will invest approximately $1.4 billion for the remaining 49%. Option Care will remain a separate company with its own management team, and McKesson plans to account for the stake under the equity method. The agreement also establishes a framework for McKesson to acquire CD&R’s interest later, subject to specified conditions and regulatory approvals.

That arrangement gives McKesson meaningful exposure to a national care-delivery platform without requiring it to assume full ownership immediately. It also pairs the company with an experienced financial sponsor during the first phase of the investment. For shareholders, the important point is that this is not simply a passive minority holding. The disclosed path to buying CD&R’s stake makes the initial investment a potential first step toward a much larger strategic commitment.

Option Care occupies an attractive position between pharmaceutical distribution and direct patient care. The company describes itself as the largest independent U.S. provider of home and alternate-site infusion services, employing more than 8,000 people, including over 5,000 clinicians, and operating in all 50 states. McKesson said the investment fits its strategy of expanding access to complex specialty therapies in community settings and closer to patients’ homes.

The financial profile helps explain both the appeal and the measured structure. Option Care reported second-quarter revenue of $1.44 billion, up 1.9% from a year earlier, while adjusted EBITDA rose 3% to $117.5 million and net income increased 6.7% to $53.9 million. Gross margin, however, slipped to 18.5% from 19%. Before the transaction, the company had forecast full-year revenue of $5.675 billion to $5.775 billion. It has now withdrawn that guidance and will release third-quarter results on November 4 without hosting a conference call.

Using the midpoint of that withdrawn revenue forecast, the enterprise value is roughly equal to one year of sales. It is also about 12 times an annualized version of second-quarter adjusted EBITDA, a deliberately simple comparison rather than a forecast. Those figures suggest the buyers are paying for scale and strategic position, but not assuming that growth alone will do the work. Margin execution, therapy mix and the economics of serving payers and health systems will remain central to the return.

The deal also shifts an important healthcare platform out of public markets just as specialty therapies are becoming more complex to distribute and administer. McKesson brings relationships across biopharma, pharmacies and providers, while Option Care brings the clinical infrastructure needed to deliver infusion treatments outside hospitals. The strategic logic is clear, but the companies have not quantified revenue benefits, cost savings or the terms under which McKesson could eventually purchase CD&R’s stake. Investors should therefore treat future control as a possibility, not a completed second transaction.

Closing is expected in the first half of 2027, subject to Option Care shareholder approval and required regulatory clearances. Bank of America Securities, Barclays, Goldman Sachs, Jefferies and Wells Fargo are providing committed financing to the consortium. The gap between Option Care’s market gain and the 37% offer premium leaves room for the time to closing and transaction risk.

For McKesson, the structure offers a disciplined way to deepen its specialty-care strategy while sharing ownership and financing risk. For CD&R, it provides control of a national platform with an established clinical network. The longer-term test is whether home infusion can produce stronger growth and margins under private ownership, and whether McKesson ultimately decides that the strategic value of full control justifies a second, potentially larger check.