June 13 (Reuters) - Atrys Health SA ATRY.MC :
* HAS EXECUTED A SHARE PURCHASE AGREEMENT TO ACQUIRE 100% OF
SHARE
CAPITAL OF SIGNIFICANT IMPACT SYSTEMS, WHICH IN TURN OWNS 100%
OF SHARE CAPITAL OF BIENZOBAS SALUD
* PURCHASE PRICE AMOUNTS TO EUR 76.3 MILLION OF WHICH ABOUT
EUR
72.1 MILLION WILL BE PAID IN CASH AND EUR 4.27 MILLION WILL BE
PAID IN KIND THROUGH DELIVERY OF ATRYS' SHARES
* A CONTINGENT EARN-OUT OF APPROXIMATELY EUR 18.1 MILLION
HAS BEEN
AGREED, SUBJECT TO THE LEVEL OF EBITDA THAT BIENZOBAS WILL
ACHIEVE IN TAX YEAR 2022
* ACQUISITION IMPLIES ATRYS’ ENTRY INTO MEXICO, AS LAST
JANUARY
BIENZOBAS ACQUIRED 80% OF MEXICAN COMPANY GEFARMA, S.A.P.I. DE
C.V
* ESTIMATES THAT TRANSACTION CREATES SHAREHOLDER VALUE
INCREASING
PRO FORMA ADJUSTED EBITDA PER SHARE IN 2021, FROM EUR 0.58 TO
EUR 0.61 PER SHARE (+4.6%) AND UP TO EUR 0.65 PER SHARE POST
ACHIEVEMENT OF SYNERGIES IN 2023 (+11.4%)
* ESTIMATES TRANSACTION WILL REDUCE CURRENT NET FINANCIAL
DEBT/PRO
FORMA ADJUSTED EBITDA RATIO IN 2022 FROM 3.72X TO 3.00X
SIGNIFICANTLY IMPROVING GROUP'S SOLVENCY PROFILE AND ITS
POSITIONING FOR FUTURE ACQUISITIONS
* ESTIMATES BIENZOBAS WILL GENERATE IN 2022 APPROXIMATELY
EUR 41
MILLION OF CONSOLIDATED REVENUE AND EUR 9 MILLION OF ADJUSTED
EBITDA
* ESTIMATES INTEGRATION OF BIENZOBAS WILL ALLOW TO MEET M&A
GROWTH
GUIDANCE OF ABOUT EUR 35 MILLION OF REVENUE AND EUR 9 MILLION
OF EBITDA AND OVERALL GROUP GUIDANCE OF EUR 220 MILLION OF PRO
FORMA REVENUE AND EUR 50 MILLION OF PRO FORMA ADJUSTED EBITDA
* CLOSING OF THE TRANSACTION IS EXPECTED TO TAKE PLACE
BEFORE THE
END OF JUNE 2022
* ACQUISITION WILL BE FINANCED BY ATRYS WITH A CAPITAL
INCREASE
THROUGH AN ACCELERATED BOOKBUILD OFFERING
Source text for Eikon: ID:nCNM2BPWP2
Further company coverage: ATRY.MC
(Gdansk Newsroom)
((gdansk.newsroom@thomsonreuters.com; +48 58 769 66 00;))