THE HEALTH CARE M&A REPORT FOURTH QUARTER 2015 A SUPPLEMENT TO THE HEALTH CARE M&A INFORMATION SOURCE

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THE HEALTH CARE M&A REPORT

FOURTH QUARTER 2015

A SUPPLEMENT TO THE HEALTH CARE M&A INFORMATION SOURCE

Irving Levin Associates Publications and Services

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The Health Care M&A Report Fourth Quarter 2015 ISSN 1076-3511 ISBN 978-1-939107-37-4 ISBN 978-1-939107-33-6 (Four-Volume Set) Published by: Irving Levin Associates, Inc. 268-1/2 Main Avenue Norwalk, CT 06851 203-846-6800 Fax 203-846-8300 [email protected] www.levinassociates.com

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INTRODUCTION ...... 7

BEHAVORIAL HEALTH CARE ...... 45

BIOTECHNOLOGY ...... 53 eHEALTH ...... 65

HOME HEALTH & HOSPICE ...... 83

HOSPITALS ...... 91

LABORATORIES, MRI & DIALYSIS ...... 105

LONG-TERM CARE ...... 115

MANAGED CARE ...... 171

MEDICAL DEVICES ...... 179

PHARMACEUTICALS ...... 195

PHYSICIAN MEDICAL GROUPS ...... 219

REHABILITATION ...... 233

OTHER SERVICES...... 239

INDEX ...... 261

INTRODUCTION

This is the 90th issue of The Health Care M&A Report, which tracks the merger and acquisition market in the health care industry. General trends in the market are discussed in this Introduction, followed by a look at each of the 13 sectors we cover. In the Index, each entry details a transaction, from target and acquirer to price, terms, acquisition multiples and other financial information, when available. The commentary section offers additional analysis.

This issue reports on the 370 transactions that were announced in the fourth quarter of 2015, listed alphabetically by target with 13 separate health care sectors.

 Behavioral Health Care  Managed Care  Biotechnology  Medical Devices  eHealth  Pharmaceuticals  Home Health & Hospice  Physician Medical Groups  Hospitals  Rehabilitation  Laboratories, MRI & Dialysis  Other Services  Long-Term Care

We categorize these sectors as either Services or Technology. Services includes Behavioral Health Care, Home Health & Hospice, Hospitals, Laboratories/MRI & Dialysis, Long-Term Care, Managed Care, Physician Medical Groups, Rehabilitation and Other Services. The Technology sector includes Biotechnology, eHealth, Medical Devices and Pharmaceuticals.

A note on our methodology: For reasons of timeliness, we record each transaction by the date of the announcement rather than the closing date. Announcements generally coincide with a significant event, such as the signing of a letter of intent, the receipt of regulatory clearance, or even the closing date itself. The assumption is that, once a letter of intent is signed, for example, the parties to the deal consider it to be economically viable relative to the market conditions at the time of the signing.

If the transaction is called off for any reason after the announcement, we remove the date of the announcement so it does not show up in active database searches, but the details can be accessed if the search specifies the name of the acquirer or target.

The one exception is the Hospital sector. An announcement that a letter of intent has been signed means the parties have expressed an interest in a union of some sort, whether through acquisition, affiliation, collaboration, merger or partnership. Talks and due diligence may go on for years, or be called off entirely. We record hospital transactions when a deeper level of understanding is reached, such as a definitive agreement. Just as with other sectors, if the transaction is called off for any reason after that stage, we remove the date of the announcement but the details may still be accessed on a company-name search.

The Health Care M&A Report, 4th Quarter, 2015 7 NOTABLE TRENDS IN Q4:15

1. Deal making activity slowed in the fourth quarter to 370 transactions, down 9.5% compared with the previous quarter’s 409 deals but up 4% versus the same quarter in 2014. Despite the dip in activity from the third quarter, this quarter sets a new record for all previous fourth quarters—breaking the previous record set only a year ago, in Q4:14. The Services sectors were even more robust than usual, making up 67% of the deal volume. The Technology sectors accounted for 33%. Deal making in the rest of the economy continued to slow in the wake of slowing economic growth in China, but with 1,490 transactions, health care M&A surpassed last year’s record total of 1,312 transactions.

2. At $202.0 billion, the fourth quarter’s deal value also set a new record, for any quarter, ever. However, this total is just a 1% increase over the third quarter’s $199.5 billion total, and an increase of 46% over the same quarter a year ago. The massive spending is largely the result of a single deal, the $160 billion acquisition of Allergan plc by Pfizer Inc., announced in November 2015. Subtracting that deal from the quarter’s total leaves just $42 billion, which paints a far different picture of spending in 2015. If the fourth quarter had realized just $42 billion, it would rank as the lowest quarter in the previous 12 months, and the smallest total since the fourth quarter of 2012, which ended with $24.5 billion.

3. The first quarter of 2016 started off with even more turmoil in the global markets. China’s economic performance was merely “on target” for 2015, and oil prices fell below $30 a barrel for the first time since 2008. However, the U.S. dollar stayed strong, which doesn’t help pharmaceutical or medical device companies overseas. Here in the States, health care M&A rallied in the second week of January, as marketers timed their announcements to coincide with the annual J.P. Morgan Healthcare Summit in San Francisco. Since then, the acquisition announcements have petered out and it looks as if M&A fever may have broken. This could be the start of something small.

The Health Care M&A Report, 4th Quarter, 2015 8 Quarterly Mergers & Acquisitions by Deal Volume

Health Care Mergers & Acquisitions Total Transactions by Quarter 450 400 350 149 300 155 122 139 137 250 200

Transactions 150 260 248 100 217 220 207 50 0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Services Technology

Source: The Health Care M&A Information Source, January 2016

With 370 deals announced in the fourth quarter, acquisition activity was down 9.5%, compared with the 409 transactions announced in the previous quarter. Deal volume was actually higher than the same quarter in 2014, up 4% against the 356 deals reported then.

The fourth quarter of 2015 represents a new record for deal activity in all previous fourth quarters. The previous record was set only a year ago, in Q4:14, which was the first time fourth-quarter deal activity topped the 300 mark since 2007.

The health care services category was unusually strong in the last quarter of 2015, making up 67% of the deals, compared with 33% for the health care technology category. In three of the four quarters of 2015, the services sectors made up at least 60% of the deal volume, with 60% in the second quarter and 64% in the third quarter. In previous years, the services side typically makes up about 55% of each quarter’s deal total.

The Health Care M&A Report, 4th Quarter, 2015 9 Deal Volume by Health Care Sector

Q4:15 Q3:15 Change Q4:14 Change Deals Deals Deals Services Behavioral Health Care 12 12 0% 7 71% Home Health & Hospice 12 12 0% 20 -40% Hospitals 22 32 -31% 31 -29% Labs, MRI & Dialysis 16 16 0% 7 129% Long-Term Care 105 100 5% 88 19% Managed Care 12 13 -8% 4 200% Physician Medical Groups 22 19 16% 17 29% Rehabilitation 7 8 -13% 6 17% Other 40 48 -17% 37 8% Services subtotal 248 260 -5% 217 14%

Technology Biotechnology 20 42 -52% 45 -56% eHealth 30 33 -9% 32 -6% Medical Devices 28 32 -13% 27 4% Pharmaceuticals 44 42 5% 35 26% Technology subtotal 122 149 -18% 139 -12%

Grand Total 370 409 -10% 356 4% Source: The Health Care M&A Information Source, January 2016

Overall, the number of deals in Q4:15 decreased by 9.5% from the previous quarter’s deal volume, but topped the same quarter the year before by 4%. Long-Term Care remained the most active sector with a record 105 deals, up 5% from the previous record-setting quarter, and surpassing the same quarter a year earlier by 19%. Several sectors posted increased activity compared with the fourth quarter the year before, including Labs, MRI & Dialysis (+129%), Managed Care (+200%), Physician Medical Groups (+29%) and Rehabilitation (+17%).

Pharmaceuticals was the most active of the technology sectors, with 44 deals in the fourth quarter, an increase of 5% compared with the third quarter, and up 26% versus the same period the year before. All of the other technology sectors lost strength compared with the totals announced in the previous quarter, while the Medical Device sector eked out a 4% gain compared with the year-before quarter.

The Health Care M&A Report, 4th Quarter, 2015 10 Acquirers with Three or More Deals

Acquirer Sector Listing Deals Welltower Inc. REIT NYSE: HCN 7 American Realty Capital Healthcare REIT Private 5 Trust-II Birchwood Health Care Properties Private investment firm Private 4 IPC Healthcare, Inc. Physician Medical Groups NASDAQ: IPCM 4 Molina Healthcare, Inc. Managed Care NYSE: MOH 4 MOTION PT Rehabilitation Private 4 PharMerica Corporation Other NYSE: PMC 4 Source: The Health Care M&A Information Source, January 2016

A total of 296 companies were involved in fourth quarter health care transactions as buyers, compared with 327 companies in the third quarter. Of that total, 113 publicly traded companies announced a total of 183 deals during the quarter, valued at $191.2 billion.

There were 161 privately held companies that took part in 187 deals worth a total of approximately $8.2 billion.

Finally, 22 not-for-profit entities announced 24 transactions, totaling $2.6 billion.

The Health Care M&A Report, 4th Quarter, 2015 11 Acquirers by Listing and Market Share

Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 Deals Dollars Deals Dollars Deals Dollars Deals Dollars Deals Dollars Publicly 44% 90% 51% 94% 48% 93% 47% 96% 43% 95% traded Privately held 50% 10% 43% 5% 45% 7% 44% 3% 51% 4% Nonprofit 6% 0% 7% 0% 7% 0% 9% 0% 6% 1% Source: The Health Care M&A Information Source, January 2016

Privately held companies had the upper hand in the fourth quarter of 2015, with 51% (187 deals) of the 370 transactions announced. That figure is virtually identical to the fourth quarter of 2014, when these companies accounted for 50% (177) of the 356 transactions announced then. By contrast, private companies accounted for just 4% ($8.2 billion) of spending in the quarter.

Publicly traded companies, which dominated deal volume by varying degrees in the first three quarters of 2015, accounted for 43% (159) of the transactions in the fourth quarter. Not surprisingly, publicly traded companies accounted for 95% ($191.2 billion) of the dollars announced in the fourth quarter.

Not-for-profit organizations, mostly health systems and hospitals, accounted for 6% (24) of the transactions. The $2.6 billion these organizations spent on mergers and acquisitions made up just 1% of the quarter’s total.

The Health Care M&A Report, 4th Quarter, 2015 12 Financial Buyers

Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 Deals announced 57 51 53 77 65

Share of deal volume 16% 14% 15% 19% 18%

Dollars committed $11.3 billion $5.8 billion $6.7 billion $6.2 billion $5.6 billion

Share of dollars spent 8% 5% 12% 3% 3% Source: The Health Care M&A Information Source, January 2016

Financial buyers, which includes real estate investment trusts and private equity firms, are not the dominant players in the health care M&A market. Their participation depends on many factors, with the ability to win an auction being foremost. Private equity firms, in particular, have had a hard time getting into and then winning auctions for health care entities in the past few years, as strategic buyers have outspent or even pre-empted auctions.

In the fourth quarter, financial buyers accounted for 18% of the deal volume, slightly lower than the previous quarter. Their share of committed dollars, at 3% in the fourth quarter, matched the previous quarter’s 3% share of spending. The low level of participation is a consequence of the enormous amount of money spent in both the third and the fourth quarter, a total of $199.5 billion and $202.0 billion, respectively.

Of the 65 deals announced by financial buyers in Q4:15, 25 were made by real estate investment trusts and the remaining 40 were made by private equity firms. PE firms’ investments focused on Long- Term Care (19), Other Services (9), eHealth (3), Pharmaceuticals (3), Hospitals (2), Laboratories, MRI & Dialysis (2), Behavioral Health Care and Rehabilitation (1 each).

The Health Care M&A Report, 4th Quarter, 2015 13 Dollar Value: Services vs. Technology Segments

Health Care Mergers & Acquisitions Total Dollar Volume by Quarter 250.0

200.0 13.3

150.0 110.0 23.0

100.0 24.8 188.7

115.5 50.0 Dollar Dollar Volume (in $ billions) 81.7 26.7 89.5 28.9 0.0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Technology Services

Source: The Health Care M&A Information Source, January 2016

Deal value in the fourth quarter hit a new record for any previous quarter, at $202.0 billion. That total is a mere 1% increase over the third quarter, which topped $199.5 billion. Compared with the same period in 2014, this quarter’s total was up 46%.

As noted earlier, the massive amount of spending comes from a single transaction, the $160 billion acquisition of Allergan plc by Pfizer Inc., announced in November 2015. Subtracting that deal from the quarter’s total leaves just $42 billion, which paints a far different picture of spending in 2015. If the fourth quarter had realized just $42 billion, it would rank as the lowest quarter in the previous 12 months, and the smallest total since the fourth quarter of 2012, which ended with $24.5 billion. Things are not always as rosy as they appear.

Needless to say, the Technology segment typically exceeds the Services sector in terms of dollars committed to mergers and acquisitions, and that was clearly the case in Q4:15. The Technology segment made up 93% of the total spending, dwarfing the Services side’s 7%.

In Q4:15, the median price was $32 million, far lower than the previous quarter’s median price of $99 million, but more in line with the fourth quarter of 2014, where the median price was $30 million.

The Health Care M&A Report, 4th Quarter, 2015 14 Dollar Volume and Share in Q4:15

Other eHealth 2% Hospitals 1% Remaining Medical Devices 2% Sectors 2% 3%

Biotechnology 4%

Pharmaceuticals 86%

Source: The Health Care M&A Information Source, January 2016 A total of $202.0 billion was spent to fund the 370 transactions reported in Q4:15, which tops the previous record of $199.5 billion spent on health care deals in any previous quarter. The amazing fact is that the previous record was set only in the previous (third) quarter of 2015!

The Pharmaceutical sector completely dominated the dollar side of deal making, accounting for 85.9% ($173.4 billion) of spending. The majority of that total was due to Pfizer Inc.’s announcement that it will acquire Allergan plc for $160 billion, making this the biggest health care deal, ever.

Far behind, in second place, was the Biotechnology sector, accounting for 3.6%, approximately $7.2 billion, of the total spending. Due to rounding, the Hospital, Medical Device and Other Services sectors each contributed approximately 1.8%, although totals varied. Spending in the Medical Device sector totaled $4.9 billion, followed by Other Services ($3.6 billion) and Hospitals ($3.5 billion). eHealth comprised 1.4%, with $3.1 billion.

At or below the 1% mark, six sectors combined contributed 2% of the quarter’s dollar volume, based on disclosed prices: Long-Term Care (1.1% and $2.2 billion); Labs, MRI & Dialysis (0.9% and $1.8 billion); Managed Care (0.9% and $1.9 billion); Home Health & Hospice (0.1% and $109 million); Physician Medical Groups (0.1% and $135 million). Registering at 0.0% contribution to the spending total were the Behavioral Health Care ($35 million) and Rehabilitation ($53 million) sectors.

The Health Care M&A Report, 4th Quarter, 2015 15 Top 10 Transactions in Q4:15

Acquirer Target Acquirer Name Target Price Target Sector Listing Listing Pfizer, Inc. NYSE: PFE Allergan plc NYSE: AGN $160 billion Pharmaceuticals

Shire plc NASDAQ: Dyax Corp. NASDAQ: $5.9 billion Biotechnology SHPG DYAX AstraZeneca plc NYSE: AZN Acerta Pharma B.V. Private $4.0 billion Pharmaceuticals

Excelsior Union Private Mindray Medical NYSE: MR $3.3 billion Medical Devices Limited International Limited AstraZeneca plc NYSE: AZN ZS Pharma NASDAQ: $2.7 billion Pharmaceuticals ZSPH Pamplona Capital Private MedAssets, Inc. NASDAQ: $2.7 billion eHealth Management MDAS AmerisourceBergen NYSE: ABC PharMEDium Private $2.6 billion Other Corporation Healthcare Holdings Mediclinic OTCQB: Al Noor Hospitals LSE: AHN.L $2.3 billion Hospitals International Ltd. MCFFY Group plc Teva NYSE: TEVA Representaciones e Private $2.3 billion Pharmaceuticals Pharmaceutical Investigaciones Industries Ltd. Médicas (Rimsa) Kaiser Permanente Nonprofit Group Health Nonprofit $1.8 billion Managed Care Cooperative Source: The Health Care M&A Information Source, January 2016

With such a phenomenal quarter, it’s not surprising that 10 deals surpassed the $1 billion mark. Although the cumulative total of those 10 deals is almost $187.6 billion, nine of the deals added together account for just 15% of that total, or $27.6 billion.

These 10 deals accounted for 93% of the total dollar volume in the fourth quarter. The largest transaction, Pfizer’s acquisition of Allergan plc, made up 79% of the quarter’s combined total of $202.0 billion.

The Health Care M&A Report, 4th Quarter, 2015 16 Resources for Our Readers

To keep you abreast of the rapid developments in the merger and acquisition market, Health Care Deal News is published 50 times a year. This digital newsletter lists the health care merger and acquisition deals announced during the previous week, as well as articles on the more interesting Technology and Services deals and charts with data on a specific sector, or monthly and quarterly M&A results.

Further detail and analysis of these transactions are provided in the monthly newsletter, Health Care M&A News, which reports on the deals announced during the previous month and puts them in the context of emerging trends, where public and private equity investors are moving, and the impacts of those trends.

At the end of each quarter we issue this source book, The Health Care M&A Report, to follow up on the transactions with more comprehensive information. We utilize sources such as SEC filings, discussions with bankers, brokers and consultants involved in certain transactions, and interviews with company management to bring our readers reliable, value-added information on the important and rapidly evolving market.

Our online database, Deal Search Online, which includes 22 years’ worth of M&A data, is updated weekly and can be at your disposal 24 hours a day, seven days a week. So even after the publication of this report, we may update the deals contained in it. That information is available to our database subscribers through our online database, DealSearchOnline.com. If interested in signing up, please call. We hope that you find our services a valuable tool for your business.

The Health Care M&A Report, 4th Quarter, 2015 17 Behavioral Health Care

Deal activity stayed steady in the fourth quarter, at 12 transactions. The quarter’s total represented 32% of the 38 transactions announced in the past 12 months and virtually no increase over the previous quarter. Behavioral health care facilities and programs are largely community-based, and transactions are often conducted between private parties and thus, not reported publicly.

Still, this category is seeing some consolidation from new players, such as American Addiction Centers, and more private equity firms are buying and building platforms across state lines. Addiction treatment programs became popular targets in 2015, although many programs treat co-occurring conditions, such as addiction and mental health disorders. We expect to see continued strong interest in this sector in 2016.

Behavioral Health Care Mergers & Acquisitions Total Transactions by Quarter 14

12

10

8

6 12 12 Transactions 4 8 7 6 2

0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Source: The Health Care M&A Information Source, January 2016

Three of the 12 deals disclosed prices in the fourth quarter. The total of $35.0 million was far below the previous quarter’s $830 million, when three of the 12 deals also reported prices. The fourth quarter represents 3% of the $1.1 billion spent in the past 12 months.

Dollars Spent on Behavioral Health Care Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $1,188,000,000 $83,161,916 $190,700,000 $830,000,000 $35,050,000

With such limited spending information, it’s not surprising that the largest deal was just $13 million. AAC Holdings, through its operating subsidiary American Addiction Centers, acquired Solutions Recovery, which provides detoxification, residential and intensive outpatient treatment as well as sober living services in the greater Las Vegas area. Solutions Recovery's assets include 100 sober- living beds (owned), 70 licensed in-network detox, residential and halfway house beds (leased), 24

The Health Care M&A Report, 4th Quarter, 2015 18 sober-living beds (leased) and three licensed, in-network outpatient centers. AAC is also acquiring the real estate assets.

American Addiction Centers also paid $12.7 million for Wetsman Forensic Medicine, LLC. The New Orleans-based company, dba Townsend, is a leading substance abuse treatment provider in Louisiana and operates six in-network outpatient centers that deliver intensive outpatient treatment, as well as a 20-bed in-network facility in Scott, Louisiana. Concurrent with this deal announcement, AAC disclosed that its FitRx and The Academy operations would cease operations as of December 31, 2015, due to their continued unprofitability and management’s realignment to focus solely on adult addiction treatment.

The third deal to disclose a price was a real-estate transaction. LTC Properties, Inc., a REIT that invests primarily in long-term care and other healthcare facilities, paid $9 million for Harmon Hospital. The Las Vegas, Nevada behavioral healthcare hospital has 116 medical hospital beds and two skilled nursing beds, and is leased to Fundamental Long Term Care.

Five Largest Behavioral Health Care Deals in the Past 12 Months Acquirer Target Quarter Price Universal Health Services Inc. Foundations Recovery Q3:15 $350,000,000 Network, LLC Levine Leichtman Capital Monte Nido Q3:15 $280,000,000 Partners Molina Healthcare, Inc. 2 subsidiaries of Providence Q3:15 $200,000,000 Service Corp. Acadia Healthcare Company 3 behavioral health companies Q2:15 $145,000,000 Acadia Healthcare Company Quality Addiction Management Q1:15 $53,000,000

The Health Care M&A Report, 4th Quarter, 2015 19 Biotechnology

Biotechnology deal activity slumped in the fourth quarter, falling 52% versus the previous quarter, to 20 deals. The total is just 13% of the 158 deals announced in the previous 12 months. Biotechnology targets range from large, publicly traded companies to small startups, or established lines of products to licenses or rights to technologies and drugs in various phases of development. Research collaborations are included, when an acquirer pays an upfront fee for the rights to a promising compound, and picks up the R&D, regulatory and commercialization costs. Hence, eight of the 20 transactions in the fourth quarter involved the purchase of an entire company, while five involved the rights or license to a marketed product or a lead drug candidate. The remaining seven were collaboration agreements.

Biotechnology Mergers & Acquisitions Total Transactions by Quarter 70

60

50

40

30 62

Transactions 20 45 42 34 10 20 0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Source: The Health Care M&A Information Source, January 2016

A total of $7.2 billion financed the fourth quarter’s activity, representing 15% of the $48.5 billion committed in the preceding 12 months. Although deal volume dropped considerably, the fourth quarter’s spending was 76% higher than the previous quarter.

Dollars Spent on Biotechnology Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $1,748,817,252 $35,162,084,075 $2,049,744,746 $4,119,359,944 $7,237,092,000

The largest deal of the quarter was the $5.9 billion acquisition of Dyax Corp., a biotech focused on treatments for a rare genetic disease called HAE (hereditary angioedema). This deal was the fourth one announced in 2015 by Shire plc, and the largest of the four. The price equals $37.30 in cash per Dyax share, plus additional value through a non-tradable contingent value right (CVR) that will pay $4.00 in cash per Dyax share upon approval of DX-2930 in HAE, representing $646 million in consideration. Even though Dyax’s lead product candidate, DX-2930, was about to enter Phase 3 clinical trials, the product had received Fast Track, Breakthrough Therapy and Orphan Drug designations from the FDA, and achieved Orphan Drug status in the European Union.

The Health Care M&A Report, 4th Quarter, 2015 20 Japanese drug maker Astellas Pharma made the second largest acquisition, paying $379 million for Marlborough, Massachusetts-based Ocata Therapeutics, Inc., a clinical-stage company that develops and commercializes regenerative ophthalmology therapeutics in the United States. It is conducting trials for treating various forms of macular degeneration and other ocular disorders. Astellas will pay $8.50 per share in cash, representing a 79% premium to Ocata's closing share price of $4.75 on November 6, 2015. The acquisition will establish Astellas’ presence in ophthalmology, and give it a leading position in cell therapy.

Cardiovascular disease treatments were the focus of the third largest transaction in this sector last quarter, as Bristol-Myers Squibb Company paid $300 million to acquire Cardiopxyl Pharmaceuticals. The acquisition will give Bristol-Myers Squibb full rights to Cardiopxyl's lead asset, CXL-1427, a novel nitroxyl (HNO) donor in Phase 2 clinical development as an intravenous treatment for acute decompensated heart failure. The $300 million is an upfront payment, and Bristol-Myers agreed to a potential consideration of up to $1.775 billion upon the achievement of certain development, regulatory and sales milestones.

Five Largest Biotechnology Deals in the Past 12 Months Acquirer Target Quarter Price AbbVie Inc. Pharmacyclics Inc. Q1:15 $21,000,000,000 Shire plc Dyax Corp. Q4:15 $5,900,000,000 Shire plc NPS Pharmaceuticals, Inc. Q1:15 $5,200,000,000 Industries Ltd. Auspex Pharmaceuticals, Inc. Q1:15 $3,200,000,000 Mallinckrodt plc Therakos, Inc. Q3:15 $1,325,000,000

The Health Care M&A Report, 4th Quarter, 2015 21 eHealth

Merger and acquisition activity slipped in the fourth quarter, down 9% to 30 transactions. The fourth quarter activity made up 24% of the 123 deals announced in the previous 12 months. Investor interest in this sector remains strong, particularly for revenue cycle management programs and data analytics technologies that help health care providers across the care continuum become more efficient and cut costs. Companies deploying electronic health records may see a softening of interest in 2016, as the Centers for Medicare and Medicaid Services changed its stance in January on implementing Stage 3 of its Meaningful Use requirements. The move effectively takes a huge burden off many smaller hospitals and physician practices.

eHealth Mergers & Acquisitions Total Transactions by Quarter 40 35 30 25 20 34 15 32 33 30

Transactions 26 10 5 0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Source: The Health Care M&A Information Source, January 2016

Of the 30 deals announced in Q4:15, five disclosed a price, for a total of $3.1 billion, a 17% increase over the previous quarter. The dollar volume represents approximately 53% of the $5.9 billion spent in this category in the last four quarters.

Dollars Spent on eHealth Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $628,838,854 $153,299,390 $5,500,000 $2,665,000,000 $3,125,676,000

Private equity firm Pamplona Capital Management announced the largest deal in this sector, at $2.7 billion, targeting MedAssets, Inc. MedAssets provides technology-enabled products and services for hospitals, health systems, non-acute healthcare providers, payers and other service providers. It serves four out of every five hospitals in the United States. Pamplona plans to divest MedAssets' Spend and Clinical Resource Management segment to VHA-UHC Alliance, while retaining MedAssets' Revenue Cycle Management segment and combine it with Precyse, a portfolio company that provides health information management services. The price for the publicly traded MedAssets carries some fairly lofty valuations of 36.0x revenue and 12.3x EBITDA. This deal closed on January 27, 2016, and is being closely watched by the PE community.

The Health Care M&A Report, 4th Quarter, 2015 22 The second largest deal was for far less money. Computer Programs and Systems, Inc. spent $250 million to acquire Healthland Holding, Inc., which provides integrated technology solutions to rural community and critical access hospitals. Its affiliates, Healthland Inc., American HealthTech, Inc. and Rycan Technologies, Inc., are also part of the transaction. The acquisition will strengthen CPSI’s position in providing healthcare information solutions in the markets it serves and will provide new growth markets for the combined company. It closed on January 8, 2016.

HealthFusion Holdings, Inc. was acquired by Quality Systems, Inc. for $165 million. HealthFusion develops web-based, cloud computing software for physicians, hospitals and medical billing services. Its MediTouch® platform is currently used by more than 3,000 physician practices, ambulatory centers and billing services. The transaction, which closed on January 8, 2016, is expected to capitalize on both companies’ presence in the ambulatory surgery market segment.

Five Largest eHealth Deals in the Past 12 Months Acquirer Target Quarter Price Pamplona Capital Management MedAssets, Inc. Q4:15 $2,700,000,000 IBM Merge Healthcare Inc. Q3:15 $1,000,000,000 Emdeon Inc. Altegra Health Q3:15 $910,000,000 Premier, Inc. CECity, Inc. Q3:15 $400,000,000 Cardinal Health, Inc. NaviHealth Q3:15 $290,000,000

The Health Care M&A Report, 4th Quarter, 2015 23 Home Health & Hospice

Deal making in the Home Health & Hospice sector was flat in Q4:15, with 12 deals. The quarter’s transactions represent 26% of the 47 deals announced in the past 12 months. We know there is a great deal of interest in acquisitions in this sector, but the numbers do not always reflect that interest. Part of the reason is that many transactions are done privately. Also, home health agencies and hospice services often are part of larger transactions involving hospitals, health systems or long-term care providers, so the home health and/or hospice portion of a transaction may be recorded as part of a larger deal in the Hospital or Long-Term Care sector.

Home Health & Hospice Mergers & Acquisitions Total Transactions by Quarter 25

20

15

10 20

Transactions 17 5 12 12 6 0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Source: The Health Care M&A Information Source, January 2016

Eleven of the target companies in Q4:15 were privately held, and one was not-for-profit. Six of the acquirers were publicly traded; two were not-for-profit and four were privately held.

Three of the deals disclosed prices, for a total of $108.7 million for the quarter. That total accounts for 21% of the $521 million spent in the past 12 months, and a decrease of 60% compared with spending in the third quarter.

Dollars Spent on Home Health & Hospice Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $2,550,100,000 $138,500,000 $0 $273,854,200 $108,700,000

Infinity HomeCare of Sarasota, Florida was the quarter’s largest target in this sector. Amedysis, Inc. agreed to pay $63 million for the home health company, which cares for more than 14,000 patients per year through 15 centers in Florida. The transaction expands Amedysis’ presence in the state.

The second largest deal involved Black Stone Operations, LLC, which operates Home Care by Black Stone, providing in-home personal care and skilled home health services in the western half of Ohio. Almost Family, Inc., based in Louisville, Kentucky, paid $40 million to bolster its position as a leading provider of services to Ohio's innovative managed care programs for seniors who are dually eligible for

The Health Care M&A Report, 4th Quarter, 2015 24 Medicare and Medicaid services. On a combined basis, Ohio revenues are expected to be over $120 million annually.

LHC Group, Inc. received approval from a U.S. Bankruptcy Court judge in Kentucky to acquire Nurses Registry and Homes Health Care Corp. for $5.7 million. The company filed for Chapter 11 protection on June 29, 2015, after facing accusations of fraud from Medicare officials, who claimed the company had paid kickbacks to physicians. Judge Gregory R. Schaaf approved the settlement agreement, in which 30% of the net sale proceeds went to the bankruptcy estate and 70% to the U.S. government. A separate bid of $3.5 million from Atlanta-based Five Points Healthcare LLC was not accepted.

Five Largest Home Health and Hospice Transactions in the Last 12 Months Acquirer Target Quarter Price HealthSouth Corporation CareSouth Health System, Inc. Q3:15 $170,000,000 Extendicare Inc. Revera Home Health Q1:15 $83,000,000 Amedysis, Inc. Infinity HomeCare Q4:15 $63,000,000 LHC Group, Inc. Halcyon Hospice LLC Q3:15 $58,500,000 Almost Family WillCare HealthCare Q1:15 $49,500,000

The Health Care M&A Report, 4th Quarter, 2015 25 Hospitals

Mergers and acquisitions in the Hospital sector slid 31%, to 22 deals, in the fourth quarter. This quarter’s deal volume represents 22% of the 102 hospital transactions announced in the previous 12 months. In 2015, the trend in hospital transactions was a move away from true mergers or acquisitions. Hospitals and health systems signed more collaboration agreements or joint ventures as a way to test the waters before committing fully to a change in governance. In other cases, softer language, such as “affiliation” or “collaboration” are used to describe the transaction, when it may in fact be a merger. Throughout the year, the majority of deals that reached the ‘definitive agreement’ stage involved a smaller, financially troubled hospital joining a health system or network.

Hospital Mergers & Acquisitions Total Transactions by Quarter 35

30

25

20

15 31 32

Transactions 24 24 10 22

5

0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 Source: The Health Care M&A Information Source, January 2016

Nine of the transactions disclosed a price, for a combined total of nearly $3.5 billion, a 44% increase over the previous quarter’s total. That figure represents 40% of the $8.7 billion spent on hospital deals in the past 12 months.

Dollars Spent on Hospital Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $611,500,000 $737,850,000 $2,091,900,000 $2,427,365,000 $3,492,200,000

The largest deal in this sector was a foreign one, involving the publicly traded Al Noor Hospitals Group plc, based in Abu Dhabi, United Arab Emirates, and the South African hospital operator, Mediclinic International Ltd. Mediclinic operates private hospitals in South Africa, Namibia, Switzerland and the UAE, and was the winning bidder for Al Noor Hospitals Group with a $2.3 billion offer. Al Noor was also being pursued by its local rival, NMC Health plc. The combination of Al Noor and Mediclinic will create the biggest private healthcare provider in the UAE, and will be renamed Mediclinic International plc and listed on the London Stock Exchange.

The Health Care M&A Report, 4th Quarter, 2015 26 The state of Georgia declined to expand its Medicaid system under the Affordable Care Act, and now several rural hospitals around the state are in financial trouble and looking for partners, or simply closing. The climate is shaky, and led Tenet Healthcare Corp. to sell five of its hospitals around the Atlanta metro area to WellStar Health System, a five-hospital chain in Marietta, Georgia, for $661 million. The Tenet hospitals included in the sale are the 466-bed Atlanta Medical Center (Atlanta), its 210-bed South Campus (East Point), the 158-bed North Fulton Hospital (Roswell), the 160-bed Spalding Regional Hospital (Griffin) and the 10-bed Sylvan Grove Hospital (Jackson). All will become not-for-profit entities following the close of the transaction, and WellStar will be the largest health system in the state of Georgia.

The third largest transaction also had a foreign-based target, Hospital Samaritano in Sao Paulo, Brazil. The buyer was the largest health insurer in the United States, UnitedHealth Group, Inc., which paid approximately $350 million for the hospital, three years after its $4.3 billion purchase of the Brazilian health insurer/hospital operator, Amil Participacoes. Hospital Samaritano, which has approximately 200 to 300 beds, becomes UnitedHealth’s 32nd hospital in Brazil.

Five Largest Hospital Deals in the Past 12 Months Acquirer Target Quarter Price Mediclinic International Al Noor Hospitals Group plc Q4:15 $2,300,000,000 Ltd. Ventas, Inc. Ardent Health Services Q2:15 $1,750,000,000 Medical Properties Trust, Capella Healthcare, Inc. Q3:15 $900,000,000 Inc. WellStar Health System 5 Tenet hospitals Q4:15 $661,000,000 LCMC Health West Jefferson Medical Center Q3:15 $540,000,000

The Health Care M&A Report, 4th Quarter, 2015 27 Laboratories, MRI and Dialysis

The Labs, MRI & Dialysis sector recorded another 16 deals in the fourth quarter, sustaining a trend that began in the second quarter. The Q4:15 deals represent 31% of the 52 deals announced in the past 12 months. Diagnostic labs, radiology and imaging services were the most popular targets.

Labs, MRI & Dialysis Mergers & Acquisitions Total Transactions by Quarter 18 16 14 12 10

8 15 16 16

Transactions 6

4 7 2 5 0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Source: The Health Care M&A Information Source, January 2016

Seven of the transactions disclosed prices, for a combined total of nearly $1.8 billion. This quarter’s deal value makes up 42% of the $4.3 billion spent in the last 12 months, and represents a 107% increase over the third quarter’s $856.6 million total.

Dollars Spent on Laboratories, MRI & Dialysis Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $5,763,350,000 $70,000,000 $1,557,650,000 $856,600,000 $1,769,586,687

Private equity firm KKR & Co. LP, led by George Roberts, paid £650 million ($989 million) for LGC Group, a portfolio company of Bridgepoint. Under Bridgepoint, LGC grew rapidly in the previous five years and is now an international life sciences measurement and testing company that provides services such as DNA sequencing, paternity and drug/alcohol testing with employees in 22 countries. KKR plans to continue to build global leadership positions, with a particular focus on markets in the United States and Asia.

GE Healthcare sold Clarient, Inc. and its wholly owned subsidiary, Clarient Diagnostic Services, Inc., which provides comprehensive cancer diagnostic testing to hospitals, physicians and the pharmaceutical industry. The buyer, NeoGenomics, Inc., paid $275.2 million, which represents $80 million in cash, $110 million in preferred stock at $7.50 per share and 15 million shares of NeoGenomics common stock ($85.2 million, based on the prior-day closing price of $5.68 per share). In effect, GE Healthcare will own 32% of NEO.

The Health Care M&A Report, 4th Quarter, 2015 28 The third largest transaction also involved a British lab company as the target. Roper Technologies Inc. picked up CliniSys Group Ltd. for approximately $261.1 million. This acquisition was announced concurrently with Roper's acquisition of Atlas Medical. The two acquisitions will be combined with Roper subsidiaries, Sunquest Information Systems and Data Innovations, and will expand Roper's portfolio of companies focused on diagnostic solutions, adding capabilities that support clinical testing processes and connectivity to systems, instruments and providers across the world.

Five Largest Laboratories, MRI and Dialysis Deals in the Past 12 Months Acquirer Target Quarter Price OPKO Health, Inc. Bio-Reference Laboratories Q2:15 $1,470,000,000 KKR & Co. L.P. LGC Group Q4:15 $989,085,487 Renal Ventures DaVita HealthCare Partners Management, LLC Q3:15 $415,000,000 NeoGenomics, Inc. Clarient, Inc. Q4:15 $275,200,000 Roper Technologies Inc. CliniSys Group Ltd. Q4:15 $261,100,000

The Health Care M&A Report, 4th Quarter, 2015 29 Long-Term Care

Merger and acquisition activity stayed lively in the fourth quarter, increasing 5% to 105 transactions. They represent 29% of the 356 deals announced within the past 12 months. For fourth quarter activity, the 105 transactions represent a record and resulted in another full-year record of seniors housing and care transactions, or 17% higher than in 2014.

Long-Term Care Mergers & Acquisitions Total Transactions by Quarter 120

100

80

60 100 105 88 Transactions 40 74 77

20

0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Source: The Health Care M&A Information Source, January 2016

Based on revealed prices, $2.2 billion was committed to finance the fourth quarter deals, a drop of 52% compared with the third quarter. The fourth quarter accounted for 16% of the $13.9 billion spent in the last 12 months. Of the 105 deals announced, 76 disclosed prices.

Dollars Spent on Long-Term Care Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $8,790,910,000 $1,938,947,500 $5,215,446,000 $4,611,756,466 $2,206,442,044

Unlike recent quarters, there were no billion-dollar deals announced. The largest transaction was Mainstreet’s $302.5 million acquisition of 11 skilled nursing facilities (with a combined total of 2,477 beds) in the Chicago market from Symphony Post Acute Network. Symphony will be leasing them back from Mainstreet. Occupancy is about 90.5% with a census quality mix of about 25%. The sale represents almost half of Symphony's portfolio of 26 facilities, with more than 5,200 licensed beds.

Kayne Anderson Real Estate Advisors made the second largest deal of the quarter, buying 11 senior living communities in various states for an estimated $295 million. The sale included mostly assisted living and Alzheimer's care communities located in Indiana (4), Virginia (2), Pennsylvania (2) and one each in Alabama, Delaware and Maryland. The average age was about 7 to 8 years, with two newly opened.

The Health Care M&A Report, 4th Quarter, 2015 30 Five retirement communities in Ontario, Canada, were acquired by Chartwell Retirement Residences for approximately $192.9 million. The independent living communities contain a total of 616 units. They were opened between 2008 and 2013 and had an average occupancy of 89.1%. Four of the properties have an assisted living component, with 93 total units. Chartwell acquired these five properties from five separate groups of sellers.

Five Largest Long-Term Care Deals in the Past 12 Months Acquirer Target Quarter Price Griffin-American Healthcare REIT III Trilogy Health Services Q3:15 $1,125,000,000 32 independent living NorthStar Realty Finance Corp. communities Q2:15 $875,000,000 HCP, Inc. 35 senior living properties Q1:15 $849,000,000 BayBridge Seniors Housing Amica Mature Lifestyles Q3:15 $804,402,600 NorthStar Healthcare Income, Inc. 15 CCRCs Q2:15 $640,000,000

The Health Care M&A Report, 4th Quarter, 2015 31 Managed Care

The Managed Care sector saw unprecedented spending on deals in 2015, and heightened levels of deal making in almost every quarter. The year ended with 12 deals announced in the fourth quarter, which accounted for 27% of the 45 deals announced in the previous 12 months. Although the quarter’s deal total was 8% below the third quarter, it was still up 200% compared with the sluggish fourth quarter of 2014.

Managed Care Mergers & Acquisitions Total Transactions by Quarter 14

12

10

8

6 13 11 12 Transactions 4 9

2 4

0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Source: The Health Care M&A Information Source, January 2016

Only two of the 12 deals disclosed prices, for a total of approximately $1.9 billion. Compared with the astronomical amount posted in the third quarter ($98 billion for just three deals), spending fell 98%. The total represents 2% of the $100 billion spent in the past 12 months.

Dollars Spent on Managed Care Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $600,000,000 $65,000,000 $161,000,000 $98,000,000,000 $1,863,000,000

Even with a total of just $1.8 billion, Kaiser Permanente’s acquisition of the not-for-profit Group Health Cooperative made the list of five largest transactions in the past 12 months. Kaiser Permanente, which is also a not-for-profit health plan, serves more than 10 million members in eight states and the District of Columbia. Group Health Cooperative is a nationally recognized health system offering both care delivery and insurance coverage. It covers nearly 590,000 patients throughout Washington State. The combination will advance the growth of the integrated model for health care and coverage together and expand Kaiser Permanente's reach, adding nearly 590,000 members.

The other deal that disclosed financial terms was the $63 million acquisition of Universal American Corp’s Traditional Insurance business by Nassau Reinsurance Group, a portfolio company of Golden Gate Capital. The Traditional Insurance division consists of a closed block of insurance products,

The Health Care M&A Report, 4th Quarter, 2015 32 including Medicare supplement, other senior health insurance, specialty health insurance and life insurance, including long-term care policies.

Five Largest Managed Care Deals in the Past 12 Months Acquirer Target Quarter Price Anthem, Inc. Cigna Corp. Q3:15 $54,200,000,000 Aetna Humana Inc. Q3:15 $37,000,000,000 Centene Corp. Health Net, Inc. Q3:15 $6,800,000,000 Kaiser Permanente Group Health Cooperative Q4:15 $1,800,000,000 Towers Watson & Co. Acclaris Q2:15 $140,000,000

The Health Care M&A Report, 4th Quarter, 2015 33 Medical Devices

The 28 transactions reported in Q4:15 represented 25% of the 113 deals announced in the past 12 months in this sector. All but nine of the acquirers were publicly traded companies, and all but five of the targets were privately held companies. Four target companies were publicly traded, and one was a not-for-profit.

Medical Device Mergers & Acquisitions Total Transactions by Quarter 35

30

25

20

15 30 32 27 28 Transactions 23 10

5

0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Source: The Health Care M&A Information Source, January 2016

The fourth quarter’s $4.9 billion in spending accounted for 13% of the $51.7 billion recorded in the previous 12 months. Eighteen of the 28 deals disclosed a price.

Dollars Spent on Medical Device Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $19,969,000,000 $5,279,300,000 $4,692,479,000 $21,968,066,931 $4,936,773,551

The quarter’s largest transaction was between two Chinese companies, as Solid Union Limited, a subsidiary of Excelsior Union Limited, merged with the publicly traded Mindray Medical International Limited and took that company private, for approximately $3.3 billion. Under the terms of the agreement, Excelsior Union Limited agreed to pay $28.00 per ordinary share of Mindray, representing a premium of 1.9% over the company's closing price of $27.47 per ADS on June 3, 2015, the day before Mindray received the "going private" proposal.

The second largest deal was far smaller, but also involved a Chinese acquirer. Sinorcare Group, of Changsha, China, paid approximately $273 million in cash for Nipro Diagnostics, a subsidiary of Nipro Corporation. Nipro Diagnostics produces blood glucose monitoring devices, as does Sinocare. The transaction closed on January 7, 2016, and Nipro Diagnostics was renamed Trividia Health.

The Health Care M&A Report, 4th Quarter, 2015 34 SurgiQuest, Inc., a privately held medical device company, was acquired by CONMED Corporation for $265 million in cash. SurgiQuest develops, manufactures, and markets the AirSeal® System, the first integrated access management technology for use in laparoscopic and robotic procedures.

Five Largest Medical Device Deals in the Past 12 Months Acquirer Target Quarter Price DENTSPLY International Inc. Sirona Dental Systems Inc. Q3:15 $13,300,000,000 St. Jude Medical Inc. Thoratec Corp. Q3:15 $3,400,000,000 Mindray Medical Excelsior Union Limited International Limited Q4:15 $3,300,000,000 Hill-Rom Holdings, Inc. Welch Allyn, Inc. Q2:15 $2,050,000,000 Cardinal Health Inc. Cordis Q1:15 $1,944,000,000

The Health Care M&A Report, 4th Quarter, 2015 35 Pharmaceuticals

Drug manufacturers came under heavy scrutiny in the fourth quarter, both for their pricing practices and their penchant for acquiring overseas rivals to gain lower corporate tax rates. The latter issue was a major impetus for the largest health care deal ever announced, the $160 billion takeover of Dublin- based Allergan plc by New York City-based Pfizer Inc. Despite some threats of increased regulatory oversight by some presidential candidates, pharmaceutical companies carried on business as usual. Indeed, M&A activity increased slightly (5%) in the fourth quarter, to 44 announced deals. The total represents 26% of the 169 deals recorded in the previous 12 months.

Pharmaceutical Mergers & Acquisitions Total Transactions by Quarter 50 45 40 35 30 25 44 44 20 39 42

Transactions 35 15 10 5 0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Source: The Health Care M&A Information Source, January 2016

This sector hasn’t lacked for billion-dollar deals for several quarters now, and the money just kept increasing. The $173.4 billion spent in Q4:15 represents 58% of the $297.4 billion spent in the previous 12 months, and an increase of 186% compared with the third quarter of 2015.

Dollars Spent on Pharmaceutical Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $93,141,100,000 $41,095,240,382 $22,182,723,588 $60,700,250,515 $173,449,043,208

As mentioned so often in this report, the Pfizer/Allergan deal is the largest ever in the healthcare industry. It is structured as a reverse merger, in which a wholly owned subsidiary of Allergan will be merged with and into Pfizer, and the Allergan parent company will be renamed Pfizer plc after the closing. Allergan shareholders will receive 11.3 shares of the combined company for each of their AGN shares. Pfizer stockholders will receive one share of the combined company for each of their Pfizer shares. Following the transaction, Pfizer shareholders will own 56% of the combined company and Allergan shareholders will own 44%. And the re-domiciled Pfizer will reap the benefits of a tax inversion. The transaction is expected to close in the second half of 2016.

The Health Care M&A Report, 4th Quarter, 2015 36 AstraZeneca plc made two large acquisitions during the quarter. In November, the company announced a $2.7 billion deal for ZS Pharma, a Texas-based company that had been approached in September by another suitor, Swiss drug maker Actelion. AstraZeneca won the bidding with a $90 per- share offer in an all-cash transaction. ZS Pharma uses its proprietary ion-trap technology to develop novel treatments for hyperkalaemia, associated with chronic kidney disease and chronic heart failure. Its lead compound is ZS-9, a potential best-in-class for treating hyperkalaemia.

The second transaction was announced in December, targeting Dutch biopharma Acerta Pharma B.V., a clinical-stage biopharmaceutical company that has a potential best-in-class irreversible oral Bruton's tyrosine kinase (Btk) inhibitor, acalabrutinib (ACP-196), currently in Phase 3 development for B-cell blood cancers, and in Phase 1/2 for other trials. AstraZeneca paid $4 billion for a 55% stake in Acerta and obtained the right to buy the remaining 45% of shares at a price of approximately $3.0 billion, net of certain costs and payments incurred by AstraZeneca.

Five Largest Pharmaceutical Deals in the Past 12 Months Acquirer Target Quarter Price Pfizer, Inc. Allergan plc Q4:15 $160,000,000,000 Teva Pharmaceutical Industries Limited Allergan Generics Q3:15 $40,500,000,000 Pfizer Inc. Hospira, Inc. Q1:15 $17,000,000,000 Valeant Pharmaceuticals Salix Pharmaceuticals, International Ltd. Q1:15 $15,800,000,000 Synageva BioPharma Alexion Corp. Q2:15 $8,400,000,000

The Health Care M&A Report, 4th Quarter, 2015 37 Physician Medical Groups

The 22 acquisitions announced in the fourth quarter represent 25% of the 88 deals announced in the previous 12 months. Interest in acquiring physician medical groups picked up in the first half of 2015, but waned in the third quarter, then picked up by 16% in the fourth quarter.

Physician Medical Group Mergers & Acquisitions Total Transactions by Quarter 30

25

20

15 24 23 22 Transactions 10 19 17 5

0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Source: The Health Care M&A Information Source, January 2016

Only one deal disclosed a price in the fourth quarter, and it was not a very large acquisition. The $135 million spent on that single deal represents 6% of the $2.34 billion spent in the previous 12 months. Dollars Spent on Physician Medical Group Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $58,600,000 $105,000,000 $500,000,000 $1,600,000,000 $135,000,000

The only deal to come with a price ($135 million) was announced by Envision Healthcare Holdings, which provides outsourced medical services to hospitals, health care systems and consumers. Its target was Questcare Medical Services and its subsidiary, QRx Medical Management LLC. Questcare Medical has more than 800 clinical providers at 50 facilities in Texas, Oklahoma and Colorado. QRx is a management services organization.

The bigger news during the fourth quarter was AmSurg Corporation’s surprise $7.6 billion bid for Team Health Holdings. Team Health was in the process of completing its own $1.6 billion takeover of IPC Healthcare, and rejected all offers from AmSurg. Analysts were generally positive about the deal, as the merger would create the largest national provider of outsourced physician services to health systems. Also, there is very little overlap of services between AmSurg’s Sheridan Healthcare division and Team Health, so that an FTC challenge or channel conflicts were not considered to be potential issues. The hostilities ended fairly quickly, as AmSurg announced its bid on October 20 and withdrew a second, higher bid on November 2.

The Health Care M&A Report, 4th Quarter, 2015 38 Four Largest Physician Medical Group Deals in the Past 12 Months Acquirer Target Quarter Price TeamHealth Holdings, Inc. IPC Healthcare Inc. Q3:15 $1,600,000,000 MEDNAX, Inc. Virtual Radiologic Corporation Q2:15 $500,000,000 Envision Healthcare Holdings, Inc. Questcare Medical Services Q4:15 $135,000,000 Envision Healthcare Holdings, Inc. Scottsdale Emergency Associates Q1:15 $105,000,000

The Health Care M&A Report, 4th Quarter, 2015 39 Rehabilitation

Seven deals were announced in the fourth quarter of 2015, down 13% from the previous quarter, but well within normal for this sector. Like some skilled nursing facilities, ambulatory surgical centers and urgent care clinics, rehabilitation hospitals and clinics are either stand-alone entities whose sale is not widely publicized beyond the local market, or they are already part of a health or hospital system and are acquired as part of a deal’s target. This quarter’s deals represent 23% of the 30 deals announced in the previous 12 months.

Rehabilitation Mergers & Acquisitions Total Transactions by Quarter 10 9 8 7 6 5 9 4 8

Transactions 7 3 6 6 2 1 0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15

Source: The Health Care M&A Information Source, January 2016

One of the seven deals disclosed a price, and at $53 million, it represented just 7% of the $799.3 million spent in this sector in the previous 12 months.

Dollars Spent on Rehabilitation Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $1,075,000,000 $7,200,000 $734,800,000 $4,300,000 $53,000,000

The single deal to disclose a price was announced by ExamWorks Group, Inc., in Atlanta, Georgia. The target, Argent Rehabilitation Services and Argent Investigation Services, are based in the United Kingdom, where ExamWorks’ subsidiaries, Premex Group and 3rd Rehabilitation Services, are also located. This acquisition makes ExamWorks one of the UK’s largest rehabilitation service providers. The combination provides incremental scale to operations and brings expertise in the complex high- value claim arena to the Premex portfolio.

The Health Care M&A Report, 4th Quarter, 2015 40 Five Largest Rehabilitation Deals in the Past 12 Months Acquirer Target Quarter Price HealthSouth Corporation Reliant Hospital Partners, LLC Q2:15 $730,000,000 ExamWorks Group, Inc. Argent Rehabilitation Services Q4:15 $53,000,000 U.S. Physical Therapy, Inc. 9-clinic physical therapy practice Q1:15 $7,200,000 U.S. Physical Therapy, Inc. 3 physical therapy clinics Q2:15 $4,800,000 U.S. Physical Therapy, Inc. 4-clinic physical therapy practice Q3:15 $4,300,000

The Health Care M&A Report, 4th Quarter, 2015 41 Other Services

There were 40 transactions announced in the fourth quarter, representing 23% of the 177 deals in the past 12 months. The “Other Services” category covers products and services related to human health care, but in an ancillary way, such as contract research organizations, ambulatory surgery centers, institutional and specialty pharmacy companies, dental practices and management, staffing and pharmacy benefit plans. We do not include agriculture-based companies, animal nutrition or veterinary products and infant nutrition products as targets.

"Other Services" Mergers & Acquisitions Total Transactions by Quarter 60

50

40

30 48 48

Transactions 20 37 41 40

10

0 Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 Source: The Health Care M&A Information Source, January 2016

Seven of the 40 deals revealed prices, for a total of nearly $3.6 billion. That figure represents only 8% of the $42.8 billion spent in the previous 12 months.

Dollars Spent on Other Services Mergers & Acquisitions, by Quarter Q4:14 Q1:15 Q2:15 Q3:15 Q4:15 $2,405,931,237 $21,636,981,500 $16,211,644,465 $1,396,474,800 $3,592,762,271

PharMEDium Healthcare Holdings, a portfolio company of Clayton, Dubilier & Rice, was the target in the largest acquisition of the quarter. AmerisourceBergen Corporation paid nearly $2.6 billion cash for the company, which provides outsourced sterile preparations to acute care hospitals in the United States. It operates four compounding facilities and serves more than 3,000 hospitals.

Francisco Partners cashed out of its investment in Aesynt, which enables health systems to reduce costs and improve patient safety through the integration, automation and management of medication preparation and delivery system-wide. It specializes in dispensing systems, central pharmacy robotics, IV robotics and analytics. The buyer, Omnicell, Inc., paid $275 million, and expects Aesynt’s medication management tools will complement its own portfolio.

The Health Care M&A Report, 4th Quarter, 2015 42 Prestige Brand Holdings, Inc., which markets over-the-counter healthcare and cleaning products, expanded its product portfolio with the $225 million acquisition of DenTek Oral Care, Inc., a worldwide leader in oral care products including floss picks, interdental brush cleaners, dental guards, disposable dental picks, braces care and dental repair products.

Five Largest Other Services Deals in the Past 12 Months Acquirer Target Quarter Price OptumRx Catamaran Corporation Q1:15 $12,800,000,000 CVS Health Corporation Omnicare Inc. Q2:15 $12,700,000,000 Private equity investors Life Time Fitness, Inc. Q1:15 $4,000,000,000 AmerisourceBergen PharMEDium Healthcare Corporation Holdings Q4:15 $2,575,000,000 Rite Aid Corporation EnvisionRx Q1:15 $2,000,000,000

The Health Care M&A Report, 4th Quarter, 2015 43

BEHAVIORAL HEALTH CARE

TARGET: MedMark Services, Inc. ACQUIRER: Behavior Health Holdings

LISTING: Private LISTING: Private LOCATION: Lewisville, Texas CEO: Donald J. Steiner PHONE: 781-429-1504 UNITS: 950 Winter Street, Ste. 4200 FAX: REVENUE: Waltham, Massachusetts 02451 NET INCOME: WEB SITE:

MedMark Services, a portfolio company of Capital Behavior Health Holdings, a portfolio company of Webster Capital, Resource Partners, provides addiction treatment and also owns Bay Area Addiction Research and Treatment Inc. primary care services. Behavior Health operates outpatient clinics across the country that provide methadone treatment and counseling services.

ANNOUNCEMENT DATE: October 15, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Behavior Health Holdings has combined MedMark and Bay Area Addiction Research to form a methadone provider. The combination creates the third-largest methadone provider in the United States. Fifth Street Asset Management Inc.'s affiliate, Fifth Street Management LLC, served as lead arranger and administrative agent for a $130 million one-stop financing facility in support of Behavior Health Holdings.

TARGET: Northstar Psychological ACQUIRER: Community Intervention Services, Inc. Services, Inc. LISTING: Private LISTING: Private LOCATION: Alpharetta, Georgia CEO: Kevin Sheehan PHONE: 617-262-8455 UNITS: 500 Boylston St., 20th Floor FAX: REVENUE: Boston, Massachusetts 02116 NET INCOME: WEB SITE: www.higgrowth.com

NPS provides community-based behavioral health Community Intervention Services is a portfolio of H.I.G. Growth services to individuals and families across 38 Partners. It was formed to acquire, develop and operate a national counties in Georgia. The company employs a network of specialized, community-based behavioral health clinical staff of more than 90, and provided programs. Contact information is for H.I.G. Growth. treatment to more than 2,600 patients in 2014.

ANNOUNCEMENT DATE: October 15, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Northstar Psychological Services marks CIS's seventh acquisition and further expands the company’s geographic footprint in the southeastern United States. The acquisition closed on October 15, 2015.

The Health Care M&A Report, 4th Quarter, 2015 47 TARGET: Claddagh Commision, Inc. ACQUIRER: Suburban Adult Services Inc.

LISTING: Nonprofit LISTING: Nonprofit LOCATION: Derby, New York CEO: Anthony Annunziato PHONE: 716-805-1555 UNITS: 960 West Maple Street FAX: REVENUE: Elma, New York 14059 NET INCOME: WEB SITE: www.sasi.org

Claddagh Commission provides support and Suburban Adult Services (SASi) serves individuals throughout services to people with developmental disabilities, western New York State with developmental disabilities. It serves primarily in the towns of Brant and Evans. people in Erie, Wyoming and Cattaraugus counties.

ANNOUNCEMENT DATE: October 19, 2015 PRICE: Merger PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The agencies began collaborating about two years ago and soon recognized the similarities in their mission, history and philosophy. Both boards of directors voted to merge, with SASi remaining as the corporate entity. The Claddagh Commission name and logo will remain unchanged as a division of SASi. The merger creates a $46 million agency with nearly 1,000 employees.

TARGET: Harmon Hospital ACQUIRER: LTC Properties, Inc.

LISTING: Private LISTING: NYSE: LTC LOCATION: Las Vegas, Nevada CEO: Wendy L. Simpson PHONE: 805-981-8655 UNITS: 118 (beds) 2829 Townsgate Rd., Suite 350 FAX: 805-981-8663 REVENUE: $ 26,653,700 (ttm, Westlake Village, California 91361 12/31/2014) NET INCOME: $ 1,124,519 (EBITDA) WEB SITE: www.ltcproperties.com

The behavioral healthcare hospital has 116 medical LTC Properties is a self-administered real estate investment trust hospital beds and two skilled nursing beds. It is that invests primarily in long-term care and other health care-related leased to Fundamental Long Term Care. facilities through lease transactions, mortgage loans and other investments.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: $ 9,300,000 PRICE PER UNIT: $ 78,814 TERMS: PRICE/REVENUE: .35 PRICE/INCOME: 8.27

This property was added to an existing Master lease with an affiliate of Fundamental at an initial lease rate of 8.5% with 2.5% annual escalators. LTC also committed to up to $3.0 million for approved capital improvement projects. This transaction closed early in the fourth quarter.

The Health Care M&A Report, 4th Quarter, 2015 48 TARGET: 4 behavioral health ACQUIRER: Acadia Healthcare Company companies LISTING: Private LISTING: NASDAQ: ACHC LOCATION: Various, CEO: Joey A. Jacobs PHONE: 615-861-6000 UNITS: 121 (beds) 6100 Tower Circle, Ste. 1000 FAX: REVENUE: Franklin, Tennessee 37067 NET INCOME: WEB SITE: www.acadiahealthcare.com

The four acquisitions include two addiction Acadia Healthcare develops and operates inpatient psychiatric treatment centers: Discovery House and Duffy's facilities, residential treatment centers, group homes and substance Napa Valley Rehab (61 beds); and two behavioral abuse facilities. On a trailing 12-month basis, it generated revenue healthcare facilities: Meadow View (28 beds) and of $1.6 billion, EBITDA of $341.7 million and net income of Cleveland House (32 beds). $100.2 million.

ANNOUNCEMENT DATE: November 3, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: The announcement was made in Acadia PRICE/REVENUE: Healthcare's third quarter results. PRICE/INCOME:

Discovery House operates 19 comprehensive care treatment centers in Rhode Island, Maine and Utah. Duffy's Napa Valley Rehab is a 61-bed addiction treatment facility in Calistoga, California. Meadow View is a 28-bed behavioral healthcare facility in Lincolnshire, United Kingdom. Cleveland House (32 beds) is in Southport, United Kingdom. Acadia expects these four transactions, all closed in the fourth quarter, to produce in aggregate full-year 2015 revenues of more than $50 million, and to be accretive to its Q4:15 financial results.

TARGET: RHA Health Services, LLC ACQUIRER: Formation Capital, LLC

LISTING: Private LISTING: Private LOCATION: Asheville, North Carolina CEO: Brian Beckwith PHONE: 770-754-9660 UNITS: 3820 Mansell Road, Ste. 280 FAX: 770-754-3085 REVENUE: Alpharetta, Georgia 30022 NET INCOME: WEB SITE: www.formationcapital.com

RHA Health Services, LLC provides a broad range Formation Capital is a private equity firm specializing in the seniors of person-centered, integrated, and high-quality housing and skilled nursing sectors. Since 1999, Formation Capital supports and services focused on children and adults and its affiliates have sponsored over $9.0 billion of investments in living with mental health and substance abuse healthcare services, seniors housing and care and post-acute challenges. RHA has over 5,000 employees. services.

ANNOUNCEMENT DATE: November 6, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Formation Capital, along with its strategic partner Safanad, will provide RHA with board-level guidance, strategic advice and greater access to equity and debt capital that will support the continued growth of RHA’s operations through the Mid-Atlantic and Southeast regions. Capital One provided a senior credit facility to support Formation Capital for this acquisition. The credit facility consists of a five-year, $68.1 million secured term loan and a five- year $30 million revolver, in addition to other treasury and cash management solutions.

The Health Care M&A Report, 4th Quarter, 2015 49 TARGET: MMO Behavioral Health ACQUIRER: Acadia Healthcare Company Systems LISTING: Private LISTING: NASDAQ: ACHC LOCATION: Baton Rouge, Louisiana CEO: Joey A. Jacobs PHONE: 615-861-6000 UNITS: 80 (beds) 6100 Tower Circle, Ste. 1000 FAX: REVENUE: $ 16,000,000 (ttm, 9/30/15) Franklin, Tennessee 37067 NET INCOME: WEB SITE: www.acadiahealthcare.com

MMO Behavioral Health operates two acute Acadia develops and operates inpatient psychiatric facilities, inpatient behavioral health facilities with a total of residential treatment centers, group homes and substance abuse 80 beds. They are located in Baton Rouge and in facilities. On a trailing 12-month basis, it generated revenue of $1.6 Covington, which is in the northern part of the New billion, EBITDA of $341.8 million and net income of $100.2 Orleans MSA. million.

ANNOUNCEMENT DATE: December 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The transaction is expected to be immediately accretive to Acadia’s financial results, excluding transaction related expenses. These are Acadia's first inpatient behavioral health facilities in the Baton Rouge and greater New Orleans markets.

TARGET: Turning Point Family ACQUIRER: NcgCare CARE, PLLC LISTING: Private LISTING: Private LOCATION: Durham, North Carolina CEO: Frank Viera PHONE: 804-433-3530 UNITS: 5540 Falmouth St., Ste. 200 FAX: 804-433-3531 REVENUE: Richmond, Virginia 23230 NET INCOME: WEB SITE: ncgcare.com

Turning Point Family Care provides services to NcgCare is the recently created parent company of the National individuals and families through two office Counseling Group. It began as Northern Virginia Counseling Group locations in Durham and Raleigh. in 1993, and its providers offer mental health services, foster care and outpatient services through its family of brands.

ANNOUNCEMENT DATE: December 10, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This is the first transaction announced by NcgCare, which is looking to grow in Atlanta and in West Virginia. In early December, the company closed on a six-month management contract for Community Alternatives in Pennsylvania. This transaction closed on November 16, 2015.

The Health Care M&A Report, 4th Quarter, 2015 50 TARGET: Solutions Recovery, Inc. ACQUIRER: AAC Holdings, Inc.

LISTING: Private LISTING: NYSE: AAC LOCATION: Las Vegas, Nevada CEO: Michael T. PHONE: 615-732-1231 Cartwright UNITS: 174 (beds) 115 East Park Drive, 2nd Floor FAX: REVENUE: $ 4,500,000 (through Brentwood, Tennessee 37027 9/30/15) NET INCOME: WEB SITE: americanaddictioncenters.com

Solutions Recovery provides detoxification, AAC Holdings, through its operating subsidiary American residential and intensive outpatient treatment as Addiction Centers, provides inpatient substance abuse treatment well as sober living services in the greater Las services. On a trailing 12-month basis, it generated revenue of Vegas area. $175.3 million, EBITDA of $32.4 million and net income of $13.2 million.

ANNOUNCEMENT DATE: December 11, 2015 PRICE: $ 13,000,000 PRICE PER UNIT: $ 74,713 TERMS: $6.75 million in cash and $6.25 million PRICE/REVENUE: 2.89 of restricted shares of AAC Holdings' PRICE/INCOME: common stock. Solutions Recovery's assets include 100 sober-living beds (owned), 70 licensed in-network detox, residential and halfway house beds (leased), 24 sober-living beds (leased) and three licensed, in-network outpatient centers. AAC is also acquiring the real estate assets. Solutions Recovery generated revenue of approximately $4.5 million for the nine months ending September 30, 2015. AAC expects EBITDA to reach approximately $2 million in the first 12 months of ownership.

TARGET: Wetsman Forensic ACQUIRER: AAC Holdings, Inc. Medicine, LLC LISTING: Private LISTING: NYSE: AAC LOCATION: New Orleans, Louisiana CEO: Michael T. PHONE: 615-732-1231 Cartwright UNITS: 20 (beds) 115 East Park Drive, 2nd Floor FAX: REVENUE: Brentwood, Tennessee 37027 NET INCOME: WEB SITE: americanaddictioncenters.com

Wetsman Forensic Medicine, dba Townsend, is a AAC Holdings, through its operating subsidiary American leading substance abuse treatment provider in Addiction Centers, provides inpatient substance abuse treatment Louisiana and operates six in-network outpatient services. On a trailing 12-month basis, it generated revenue of centers, as well as a 20-bed in-network facility in $175.3 million, EBITDA of $32.4 million and net income of $13.2 Scott, Louisiana. million.

ANNOUNCEMENT DATE: December 11, 2015 PRICE: $ 12,750,000 PRICE PER UNIT: $ 637,500 TERMS: $12.75 million in cash and $8.50 million PRICE/REVENUE: in restricted shares of AAC’s common PRICE/INCOME: stock. The total purchase price is subject to an escrow of $2.0 million that is contingent upon a minimum adjusted EBITDA of $3.0 million for 2016. AAC also disclosed that its FitRx and The Academy operations will cease operations as of December 31, 2015, due to their continued unprofitability and management’s realignment to focus solely on adult addiction treatment. This transaction is expected to close in the first half of 2016.

The Health Care M&A Report, 4th Quarter, 2015 51 TARGET: Geriatric Essentials ACQUIRER: TeamHealth Holdings, Inc.

LISTING: Private LISTING: NYSE: TMH LOCATION: Jackson, Tennessee CEO: Michael D. Snow PHONE: 865-693-1000 UNITS: 265 Brookview Centre Way, FAX: Ste. 400 REVENUE: Knoxville, Tennessee 37919 NET INCOME: WEB SITE: www.teamhealth.com

Geriatric Essentials' advanced nurse practitioners TeamHealth provides outsourced healthcare professional staffing partner with 19 nursing homes, assisted care living and administrative services to hospitals and other healthcare facilities and assisted residential communities providers. On a trailing 12-month basis, it generated revenue of $3.4 throughout Tennessee and Mississippi. billion, EBITDA of $337.7 million and net income of $108.5 million.

ANNOUNCEMENT DATE: December 17, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Geriatric Essentials provides psychiatric and multidisciplinary behavioral interventions. Through these partnerships, the group provides services for approximately 9,000 patient encounters annually. This is one of TeamHealth's first acquisitions since its merger with IPC Healthcare on November 23, and is one of its first in the area of behavioral health care.

TARGET: Philhaven ACQUIRER: WellSpan Health

LISTING: Nonprofit LISTING: Nonprofit LOCATION: Mount Gretna, Pennsylvania CEO: Kevin Mosser, MD PHONE: 717-851-6800 UNITS: 3421 Concord Road FAX: 717-755-7190 REVENUE: York, Pennsylvania 17402 NET INCOME: WEB SITE: www.wellspan.org

Philhaven is the 14th largest mental and behavioral WellSpan operates five hospitals, more than 120 patient care health provider in the country. It serves residents in locations, a home health agency and the WellSpan Medical Group. Adams, York, Lancaster and Lebanon counties. In 2014, it added behavioral health providers to seven of its primary care physician offices, and has expanded the initiative to 10.

ANNOUNCEMENT DATE: December 17, 2015 PRICE: Merger PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The affiliation will combine Philhaven's 55 programs with WellSpan Health to develop an integrated system of behavioral health care. This affiliation will result in a merger of the region's most complete continuum of behavioral health services and south central Pennsylvania's most comprehensive nonprofit health system. The merger will be effective on January 1, 2016.

The Health Care M&A Report, 4th Quarter, 2015 52

BIOTECHNOLOGY

TARGET: License to Glycotope’s ACQUIRER: Octapharma AG recombinant technology LISTING: Private LISTING: Private LOCATION: Berlin, Germany CEO: Wolfgang Marguerre, PHONE: +41 55 4512121 Chairman UNITS: Seidenstrasse 2 FAX: +41 55 4512110 REVENUE: Lachen, Switzerland 8853 NET INCOME: WEB SITE: www.octapharma.com

Glycotope GmbH Berlin is selling the exclusive Octapharma is one of the largest human protein product worldwide license to certain intellectual property manufacturers in the world and has been committed to patient care pertaining to its recombinant technology. and medical innovation since 1983. It has 48 subsidiaries. Octapharma’s revenue forecast for 2015 is €1.5 billion.

ANNOUNCEMENT DATE: October 8, 2015 PRICE: $ 90,920,000 Approximate PRICE PER UNIT: TERMS: €80 million upfront that includes a PRICE/REVENUE: minority stake in Glycotope GmbH. PRICE/INCOME:

In addition to this investment Glycotope will be commissioned by Octapharma to a series of research and development projects that enable the technology transfer and accelerated development of certain therapeutic proteins. This engagement is an important step for Octapharma’s development and will provide significant growth opportunities.

TARGET: Adheron Therapeutics ACQUIRER: Roche

LISTING: Private LISTING: SIX: RO LOCATION: Berkeley, California CEO: Dr. Severin Schwan PHONE: 41 61 688 11 11 UNITS: Konzern-Hauptsitz FAX: Grenzachersan 124 REVENUE: Basel, Switzerland 4070 NET INCOME: WEB SITE: www.roche.com

Adheron Therapeutics is a biotechnology company Roche operates in the pharmaceuticals and diagnostics businesses in focused on leveraging pioneering technology that Europe, North America and Asia. On a trailing 12-month basis, it disrupts cell adhesion to treat a variety of diseases. generated revenue of $52.1 billion, EBITDA of $19.6 billion and net income of $9.3 billion.

ANNOUNCEMENT DATE: October 9, 2015 PRICE: $105,000,000 PRICE PER UNIT: TERMS: Adheron's shareholders will receive an PRICE/REVENUE: upfront cash payment of $105 million, PRICE/INCOME: plus additional contingent payments of up to $475 million based on achievement of certain predetermined milestones. Adheron Therapeutics has developed a pioneering technology that disrupts immune cell adhesion through a cell surface protein called Cadherin-11. This deal brings together Adheron's deep understanding of the underlying science of Cadherin-11 with Roche's vast experience in researching and developing next-generation medicines. The deal is expected to close in the fourth quarter.

The Health Care M&A Report, 4th Quarter, 2015 55 TARGET: Collaboration on gene ACQUIRER: Vertex Pharmaceuticals Incorporated editing technology LISTING: Private LISTING: NASDAQ: VRTX LOCATION: Cambridge, Massachusetts CEO: Dr. Jeffrey M. Leiden PHONE: 617-341-6100 UNITS: 50 Northern Avenue FAX: REVENUE: Boston, Massachusetts 02210 NET INCOME: WEB SITE: www.vrtx.com

CRISPR Therapeutics is collaborating with Vertex Vertex engages in discovering, developing, manufacturing and on the use of its gene editing technology known as commercializing small molecule drugs targeting serious diseases in CRISPR-Cas9. The goal is to discover and develop specialty markets. On a trailing 12-month basis, it generated potential treatments aimed at the underlying genetic revenue of $628.1 million and a net loss of $733.9 million. causes of human disease.

ANNOUNCEMENT DATE: October 26, 2015 PRICE: $105,000,000 PRICE PER UNIT: TERMS: Cash upfront, including $75 million in PRICE/REVENUE: cash and a $30 million equity PRICE/INCOME: investment in CRISPR. Other payments contingent on achieving future development, regulatory and sales milestones, and royalty payments on future sales. The collaboration will evaluate the use of CRISPR-Cas9 across multiple diseases where targets have been validated through human genetics. Vertex and CRISPR will focus their initial gene editing research on discovering treatments to address the mutations and genes known to cause and contribute to cystic fibrosis and sickle cell disease.

TARGET: Cardiopxyl ACQUIRER: Bristol-Myers Squibb Company Pharmaceuticals, Inc. LISTING: Private LISTING: NYSE: BMY LOCATION: Chapel Hill, North Carolina CEO: Giovanni Caforio, PHONE: 212-546-4000 MD UNITS: 345 Park Avenue FAX: REVENUE: New York, New York 10154 NET INCOME: WEB SITE: www.bms.com

Cardioxyl is a private biotechnology company Bristol-Myers Squibb develops, licenses, makes and distributes focused on the discovery and development of novel biopharmaceutical products worldwide. On a trailing 12-month therapeutic agents for the treatment of basis, it generated revenue of $16.5 billion, EBITDA of $4.5 billion cardiovascular disease. and net income of $1.8 billion.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: $300,000,000 PRICE PER UNIT: TERMS: $300 million upfront and potential PRICE/REVENUE: additional consideration of up to $1.775 PRICE/INCOME: billion upon the achievement of certain development, regulatory and sales milestones. The acquisition will give Bristol-Myers Squibb full rights to Cardioxyl's lead asset, CXL-1427, a novel nitroxyl (HNO) donor in Phase 2 clinical development as an intravenous treatment for acute decompensated heart failure. The acquisition closed on December 8, 2015.

The Health Care M&A Report, 4th Quarter, 2015 56

TARGET: Dyax Corp. ACQUIRER: Shire plc

LISTING: NASDAQ: DYAX LISTING: NASDAQ: SHPG LOCATION: Burlington, Massachusetts CEO: Dr. Flemming PHONE: 353 1 429 7700 Ornskov UNITS: 5 Riverwalk, Citywest Business FAX: Campus REVENUE: $ 97,550,000 (ttm) Dublin, Ireland 24 NET INCOME: $- 17,720,000 (EBITDA) WEB SITE: www.shire.com

Dyax develops plasma kallikrein (pKal) inhibitors Shire develops treatments in therapeutic areas such as rare diseases, for the treatment of HAE (hereditary angioedema), neuroscience, ophthalmics, hemtology, and gastrointestinal a rare genetic disease. Its lead pipeline product, DX- disorders. On a trailing 12-month basis, it generated revenue of $6.3 2930, is a Phase-3 ready asset, offering potential billion, EBITDA of $2.7 billion and net income of $3.0 billion. transformative prophylactic therapy for HAE.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: $5,900,000,000 PRICE PER UNIT: TERMS: $37.30 in cash per Dyax share, plus PRICE/REVENUE: 60.48 additional value through a non-tradable PRICE/INCOME: - 332.96 contingent value right that will pay $4.00 in cash per Dyax share upon approval of DX-2930 in HAE, representing $646 million. Dyax's DX-2930 product has received Fast Track, Breakthrough Therapy and Orphan Drug designations from the FDA, and has achieved Orphan Drug status in the EU. It is expected to enter Phase 3 clinical trials by the end of 2015. Deutsche Bank, Evercore and Morgan Stanley are acting as financial advisers to Shire. Centerview Partners is acting as exclusive financial adviser to Dyax. Ropes & Gray, Davis Polk & Wardwell, and Slaughter & May are acting as legal advisers to Shire and Sullivan & Cromwell are acting as legal adviser to Dyax.

TARGET: Exclusive license to ACQUIRER: Merck KGaA oncology drug discovery LISTING: WSE:SLV LISTING: XETRA: MRK.DE LOCATION: Krakow, Poland CEO: Karl-Ludwig Kley PHONE: 49 6151 72 0 UNITS: Frankfurter Strasse 250 FAX: 49 6151 72 5577 REVENUE: Darmstadt, Germany 64293 NET INCOME: WEB SITE: www.merck.de

Selvita, a drug discovery company, has agreed to a Merck is a leading science and technology company in healthcare, three-year collaboration to validate new therapeutic life science and performance materials. On trailing 12-month basis, concepts in the field of oncology. the company generated revenue of $12.5 billion, EBITDA of $3.3 billion and net income of $1.3 billion.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Merck will have an exclusive license to PRICE/REVENUE: the joint intellectual property and PRICE/INCOME: Selvita will receive milestone payments and royalties upon successful development and commercialization of products by Merck. This collaboration will steer a joined portfolio of discovery projects in a risk/reward sharing model and builds on the framework that the two companies have developed during a two-year partnership in cancer metabolism, which began in 2013.

The Health Care M&A Report, 4th Quarter, 2015 57 TARGET: 5 cancer immunotherapies ACQUIRER: Sanofi

LISTING: Private LISTING: NYSE: SNY LOCATION: Mainz, Germany CEO: Olivier Brandicourt PHONE: 33 1 53 77 40 00 UNITS: 54, Rue La Boetie FAX: 33 1 53 77 42 96 REVENUE: Paris, France 75008 NET INCOME: WEB SITE: www.sanofi.com

Sanofi and BioNTech A.G. will develop up to five Sanofi researches, develops, and markets various therapeutic cancer immunotherapies, each consisting of a solutions. On a trailing 12-month basis, it generated revenue of mixture of synthetic messenger RNAs (mRNAs). $41.0 billion, EBITDA of $12.1 billion and net income of $5.8 This is a multiyear exclusive collaboration and billion. license agreement.

ANNOUNCEMENT DATE: November 3, 2015 PRICE: $ 60,000,000 PRICE PER UNIT: TERMS: Sanofi will pay BioNTech $60 million PRICE/REVENUE: in upfront and near-term milestone PRICE/INCOME: payments. BioNTech could receive over $300 million in development, regulatory and commercial milestones and other payments per product. BioNTech will combine the use of its proprietary mRNA technology platform with its extensive capabilities in developing immune-stimulating pharmaceuticals. BioNTech will also supply part of the mRNA material needed for development activities from its in-house GMP manufacturing unit. BioNTech has the option to co-develop and co-commercialize two of the five mRNA therapeutics products with Sanofi in the European Union and the United States.

TARGET: License to tavilermide ACQUIRER: Allergan plc (MIM-D3) LISTING: Private LISTING: NYSE: AGN LOCATION: Gloucester, Massachusetts CEO: Brent L. Saunders PHONE: 862-261-7000 UNITS: Clousbaugh Business Park FAX: REVENUE: Dublin, Ireland D17 E400 NET INCOME: WEB SITE: www.allergan.com

Mimetogen Pharmaceuticals will develop and Allergan develops, manufactures and distributes generic, branded, commercialize tavilermide (MIM-D3), a topical biosimilar and over-the-counter pharmaceutical products. On a formulation of a novel small molecule TrkA agonist trailing 12-month basis, it generated revenue of $17.7 billion, for the treatment of dry eye disease. EBITDA of $7.2 billion and a net loss of $2.6 billion.

ANNOUNCEMENT DATE: November 4, 2015 PRICE: $ 50,000,000 PRICE PER UNIT: TERMS: Upfront payment of $50 million to PRICE/REVENUE: Mimetogen and will fund Phase 3 PRICE/INCOME: development of tavilermide. Mimetogen is entitled to receive potential milestone payments and royalties, based on commercialization. Tavilermide has shown the ability to improve patient-reported blurriness and poor vision with a positive comfort and tolerability profile in recent clinical studies. This development program is encouraging for the ophthalmology community seeking new therapies to better address this important area of patient treatment.

The Health Care M&A Report, 4th Quarter, 2015 58

TARGET: Antibody pilot plant ACQUIRER: Agenus Inc. manufacturing facility LISTING: NASDAQ: XOMA LISTING: NASDAQ: AGEN LOCATION: Berkeley, California CEO: Garo H. Armen PHONE: 781-674-4400 UNITS: 3 Forbes Road FAX: REVENUE: Lexington, Kentucky 02421 NET INCOME: WEB SITE: www.agenusbio.com

XOMA Corporation is selling its antibody pilot Agenus is an immunology company developing novel checkpoint plant manufacturing facility and capabilities. modulators, vaccines and adjuvants to treat cancer. On a trailing 12- month basis, it generated revenue of $18.8 million and a net loss of $98.5 million.

ANNOUNCEMENT DATE: November 5, 2015 PRICE: $ 6,000,000 PRICE PER UNIT: TERMS: Agenus will pay at closing $5.0 million PRICE/REVENUE: in cash and up to $1.0 million in PRICE/INCOME: common stock. The acquisition of XOMA’s facility will enable Agenus to manufacture checkpoint modulator (CPM) antibodies to meet its growing GMP antibody production requirements for development and future clinical trials. Agenus will offer employment to experienced XOMA professionals currently operating the facility. The transaction closed on January 4, 2016.

TARGET: Cell line development ACQUIRER: Agenus Inc. technology LISTING: Private LISTING: NASDAQ: AGEN LOCATION: Geneva, Switzerland CEO: Garo H. Armen PHONE: 781-674-4400 UNITS: 3 Forbes Road FAX: REVENUE: Lexington, Kentucky 02421 NET INCOME: WEB SITE: www.agenusbio.com

Selexis SA, a global life science company, has Agenus is an immunology company developing novel checkpoint entered into a collaboration agreement with Agenus modulators, vaccines and adjuvants to treat cancer. On a trailing 12- to use its cell line development technology. month basis, it generated revenue of $18.8 million, EBITDA loss of $64.1 million and net loss of $98.5 million.

ANNOUNCEMENT DATE: November 5, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The Selexis collaboration will offer Agenus significant advantages in the creation of high expressing and stable master cell lines needed for antibody manufacturing. Agenus will use the newly acquired capabilities to accelerate the development of its portfolio of CPM candidates for its own programs and those of potential collaborators.

The Health Care M&A Report, 4th Quarter, 2015 59 TARGET: Hepregen Corporation ACQUIRER: BioTime, Inc.

LISTING: Private LISTING: NYSE: BTX LOCATION: Medford, Massachusetts CEO: Michael D. West, PHONE: 510-521-3390 PhD UNITS: 1301 Harbor Bay Parkway FAX: 510-521-3389 REVENUE: Alameda, California 94502 NET INCOME: WEB SITE: www.biotimeinc.com

Hepregen Corp. is engaged in the development and BioTime is a clinical-stage biotechnology company engaged in the marketing of proprietary drug screening products. It research and product development of regenerative medicine. On a is merging with BioTime to form a new company trailing 12-month basis, it generated revenue of $6.3 million and a called Ascendance Biotechnology, Inc. net loss of $38.8 million.

ANNOUNCEMENT DATE: November 6, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: In exchange for its contribution of PRICE/REVENUE: certain assets relating to its research PRICE/INCOME: products and related patents and technology, BioTime will acquire a majority equity position in Ascendance. Ascendance combines Hepregen's application-director, cellular micro-patterning drug and chemical screening technologies with BioTime's ESI BIO research products and proprietary stem cell technologies. This asset combination will allow Ascendance to offer a broad portfolio of current and new stem-cell-derived assays and other products and services to Hepregen's major pharmaceutical and chemical company customers.

TARGET: Rights to taladegib oncology ACQUIRER: Ignyta, Inc. program LISTING: NYSE: LLY LISTING: NASDAQ: RXDX LOCATION: Indianapolis, Indiana CEO: Dr. Jonathan E. Lim PHONE: 858-255-5959 UNITS: 11111 Flintkote Avenue FAX: REVENUE: San Diego, California 92121 NET INCOME: WEB SITE: www.ignyta.com

Eli Lilly and Company is selling the exclusive Ignyta, Inc. is a precision oncology biotechnology company license of worldwide rights to its taladegib oncology engaged in discovering, acquiring and commercializing new cancer development program. Taladegib is a potent, orally drugs. On a trailing 12-month basis, it generated a loss on net bioavailable small molecule hedgehog/smoothened income of $67.1 million. antagonist in Phase 2 trials.

ANNOUNCEMENT DATE: November 8, 2015 PRICE: $ 15,272,000 Approximate PRICE PER UNIT: TERMS: $2 million in cash and the issuance to PRICE/REVENUE: Lilly of approximately 1.2 million PRICE/INCOME: shares of Ignyta's common stock ($13,272,000), priced at $11.06 per share on November 6, 2015. Plus development and sales milestones up to $38 million. Concurrent with the transaction, Lilly will purchase 1.5 million more shares of Ignyta common stock at a price of $20 per share in a private placement. Lilly has agreed not to sell or otherwise transfer any of the shares until May 10, 2016. Ignyta retained exclusive rights to develop and commercialize taladegib-containing products in combination with certain Lilly compounds. Lilly is required to pay Ignyta a royalty on net sales of such products. Latham & Watkins LLP advised Ignyta on this transaction.

The Health Care M&A Report, 4th Quarter, 2015 60 TARGET: Ocata Therapeutics, Inc. ACQUIRER: Astellas Pharma, Inc.

LISTING: NADAQ: OCAT LISTING: TSE: 4503 LOCATION: Marlborough, Massachusetts CEO: Yoshihiko Hatanaka PHONE: 81 3 3244 3000 UNITS: 2-5-1, Nihonbashi-Honcho FAX: REVENUE: $ 157,870 (ttm) Tokyo, Japan 103-8411 NET INCOME: $- 24,300,000 (EBITDA) WEB SITE: www.astellas.com

Ocata Therapeutics, a clinical stage biotechnology Astellas Pharma manufactures, markets and imports/exports company, develops and commercializes pharmaceutical products worldwide. On a trailing 12-month basis, it regenerative ophthalmology therapeutics in the generated revenue of $11.0 billion, EBITDA of $2.5 billion and net United States. It is conducting trials for treating income of $1.4 billion. various forms of macular degeneration and other ocular disorders.

ANNOUNCEMENT DATE: November 9, 2015 PRICE: $379,000,000 PRICE PER UNIT: TERMS: Astellas will pay $8.50 per share in PRICE/REVENUE: 2,400.71 cash, representing a 79% premium to PRICE/INCOME: -15.60 Ocata's closing share price of $4.75 on November 6, 2015. Astellas will acquire Ocata through Laurel Acquisition Inc., a wholly owned subsidiary of Astellas US Holding, Inc. Acquiring Ocata will enable Astellas to establish a presence in ophthalmology and a leading position in cell therapy. Citigroup Inc. is acting as exclusive financial advisor to Astellas, and Covington & Burling LLP is acting as legal counsel. Jefferies LLC is acting as exclusive financial advisor to Ocata, and Goodwin Procter LLP is acting as legal counsel.

TARGET: Rights to XMetA program ACQUIRER Novo Nordisk A/S : LISTING: NASDAQ: XOMA LISTING: NYSE: NVO LOCATION: Berkeley, California CEO: Lars Rebien PHONE: 45 44 44 88 88 SÂrensen UNITS: Novo All FAX: 45 44 49 05 55 REVENUE: $ 11,610,000 (ttm) Bagsvaerd, Denmark 2880 NET INCOME: $- 53,280,000 ttm) WEB SITE: www.novonordisk.com

XOMA Corporation is selling the exclusive global Novo Nordisk is a global healthcare company with more than 90 rights to its XMetA program of allosteric years of innovation and leadership in diabetes care. On a trailing monoclonal antibodies that up-regulate the insulin 12-month basis, NVO generated revenue of $14.8 billion, receptor for the treatment of diabetes. EBITDA of $6.8 billion and net income of $4.7 billion.

ANNOUNCEMENT DATE: December 1, 2015 PRICE: $ 5,000,000 PRICE PER UNIT: TERMS: XOMA will receive $5.0 million in an PRICE/REVENUE: .43 upfront payment, and up to $290.0 PRICE/INCOME: - .09 million in additional potential development, regulatory and commercial milestones. XOMA is also eligible to receive tiered royalties on product sales. XOMA will retain commercialization rights for rare disease indications. Novo Nordisk has an option to add these additional rights in rare diseases to its license.

The Health Care M&A Report, 4th Quarter, 2015 61 TARGET: Collaboration on antibody ACQUIRER: GlaxoSmithKline plc therapeutics LISTING: Private LISTING: NYSE: GSK LOCATION: Vancouver, British Columbia CEO: Andrew Philip Witty PHONE: 44 20 8047 5000 UNITS: 980 Great West Road FAX: REVENUE: Brentford, United Kingdom TW8 9GS NET INCOME: WEB SITE: www.gsk.com

Zymeworks, Inc. has agreed to collaborate to GlaxoSmithKline creates, discovers, develops, manufactures, and further develop Zymeworks’ Effector Function markets pharmaceutical products worldwide. On a trailing 12- Enhancement and Control Technology (EFECT™) month basis, GSK generated revenue of $35.9 billion, EBITDA of platform. $9.6 billion and net income of $14.8 billion.

ANNOUNCEMENT DATE: December 3, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: GSK has the right to develop a PRICE/REVENUE: minimum of four products across PRICE/INCOME: multiple disease areas. Zymeworks will receive pre-clinical, clinical, and commercial milestones of up to $110 million for each product, as well as tiered sales royalties. GSK and Zymeworks will develop and commercialize monoclonal and bi-specific antibody candidates that incorporate Zymeworks’ optimized immune-modulating Fc domains. The collaboration will allow Zymeworks to combine the novel immune-modulating Fc domains with GSK's Azymetric™ platform to generate bi-specific antibodies with customized immune modulatory functions. TARGET: Cytos Biotechnology AG ACQUIRER: Kuros Biosurgery Holding AG

LISTING: SIX: CYTN LISTING: Private LOCATION: Schlieren, Switzerland CEO: Didier Cowling PHONE: 41 44 200 56 00 UNITS: Technoparkstrsse 1 FAX: REVENUE: Zurich, Switzerland 8005 NET INCOME: WEB SITE: www.kuros.ch

Cytos is focused on the development of targeted Kuros Biosurgery develops novel biomaterials and bioactive- immunotherapies with a VLP B-cell vaccines biomaterial combination products that are focused in therapeutic platform and ongoing preclinical development areas covering sealants and orthobiologics (bone healing). It programs based on the platform. completed a financing of more than CHF20 million in November 2015.

ANNOUNCEMENT DATE: December 3, 2015 PRICE: Merger PRICE PER UNIT: TERMS: All-stock transaction. Each Kuros PRICE/REVENUE: outstanding share will convert to PRICE/INCOME: approximately 27 newly issued Cytos shares. Current shareholders of Cytos will own about one-fifth and Kuros' shareholders will hold about four-fifths of the combined company, which will be called Kuros Biosciences AG. The combined company aims to be a leader in the field of tissue repair and regeneration.

The Health Care M&A Report, 4th Quarter, 2015 62 TARGET: Collaboration with BioAtla ACQUIRER: Pfizer Inc.

LISTING: Private LISTING: NYSE: PFE LOCATION: San Diago, California CEO: Ian Read PHONE: 212-733-2323 UNITS: 235 E. 42nd Street FAX: REVENUE: New York, New York 10017 NET INCOME: WEB SITE: www.pfizer.com

BioAtla LLC has agreed to a license and option Pfizer is a biopharmaceutical company with global operations. On a agreement to advance the development and trailing 12-month basis, it generated revenue of $47.9 billion, commercialization of a new class of antibody EBITDA of $19.5 billion and net income of $8.4 billion. therapeutics based on its Conditionally Active Biologic (CAB) platform, with Pfizer's proprietary ADC payloads.

ANNOUNCEMENT DATE: December 7, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: BioAtla is eligible to receive a potential PRICE/REVENUE: of more than $1.0 billion in upfront, PRICE/INCOME: regulatory and sales milestone payments, as well as tiered marginal royalties reaching double digits and potential future product sales. BioAtla and Pfizer will each have a license to the other's respective technology to pursue the development and commercialization of several CAB-ADC antibodies. Pfizer also gains an exclusive option to develop and commercialize BioAtla CAB antibodies that target CTLA4, a validated immuno-oncology target in humans. If successful, BioAtla's technology would allow the selective targeting of CTLA4 expressed on immune cells localized in the tumor microenvironment. TARGET: Open Monoclonal ACQUIRER: Ligand Pharmaceuticals Incorporated Technology, Inc. LISTING: Private LISTING: NASDAQ: LGND LOCATION: Palo Alto, California CEO: John L. Higgins PHONE: 858-550-7500 UNITS: 11119 North Torrey Pines Rd., FAX: Ste. 200 REVENUE: La Jolla, California 92037 NET INCOME: WEB SITE: www.ligand.com

Open Monoclonal Technology, Inc. (OMT), a Ligand Pharmaceuticals is a biopharmaceutical company focused on portfolio company of Essex Woodlands Health developing or acquiring royalty generating assets. On a trailing 12- Ventures, specializes in genetic engineering of month basis, it generated revenue of $73.7 million, EBITDA of animals for the generation of human therapeutic $29.9 million and net income of $255.9 million. antibodies through its OmniAb™ platform.

ANNOUNCEMENT DATE: December 17, 2015 PRICE: $178,000,000 Approximate PRICE PER UNIT: TERMS: Ligand will pay OMT shareholders PRICE/REVENUE: $92.6 million in cash and $85.4 million PRICE/INCOME: in Ligand common stock. OMT has existing licenses with Amgen, Celgene, Genmab, Janssen, Merck KGaA, Pfizer, Seattle Genetics, Five Prime, Symphogen and various other biotechnology and pharmaceutical companies. The transaction is expected to add 5% to 2016 revenue and 7% to 10% to annual revenue over the next decade. It is projected to be slightly accretive to adjusted EPS in 2016 and accretive to adjusted EPS by approximately 4% to 8% per year over the next several years.

The Health Care M&A Report, 4th Quarter, 2015 63 TARGET: Portfolio of preclinical HIV ACQUIRER: ViiV Healthcare assets LISTING: NYSE: BMY LISTING: NYSE: GSK LOCATION: New York, New York CEO: David Redfern PHONE: 44 20 8380 6200 UNITS: 980 Great West Road FAX: REVENUE: Brentford, Middlesex, United Kingdom TW8 9GS NET INCOME: WEB SITE: www.viivhealthcare.com

Bristol-Myers Squibb is selling its portfolio of ViiV Healthcare is the global HIV business of GlaxoSmithKline preclinical and discovery-stage HIV assets, plc. including a novel biologic (BMS-986197) with a triple mechanism of action, a maturation inhibitor, an allosteric integrase inhibitor and a capsid inhibitor.

ANNOUNCEMENT DATE: December 18, 2015 PRICE: $ 33,000,000 PRICE PER UNIT: TERMS: $33 million upfront, followed by PRICE/REVENUE: development and first commercial sales PRICE/INCOME: milestones of up to $587 million, and further consideration contingent on future sales performance. This is one of two transactions announced between these parties on the same date. These potential therapies have novel modes of action and would offer significant new treatment options to patients with HIV. A number of Bristol-Myers Squibb employees will also be offered the opportunity to transfer to ViiV Healthcare. The two transactions are anticipated to complete independently during the first half of 2016.

TARGET: PhosImmune Inc. ACQUIRER: Agenus Inc.

LISTING: Private LISTING: NASDAQ: AGEN LOCATION: Charlottesville, Virgina CEO: Garo H. Armen PHONE: 781-674-4400 UNITS: 3 Forbes Road FAX: REVENUE: Lexington, Kentucky 02421 NET INCOME: WEB SITE: www.agenusbio.com

PhosImmune, an immunotherapy company, has Agenus is an immunology company developing novel checkpoint discovered an entirely new portfolio of cancer modulators, vaccines and adjuvants to treat cancer. On a trailing 12- neoantigens, specifically, phosphopeptide tumor month basis, it generated revenue of $18.8 million and a net loss of targets that are fragments of proteins expressed in $98.5 million. cancer cells.

ANNOUNCEMENT DATE: December 23, 2015 PRICE: $ 9,900,000 PRICE PER UNIT: TERMS: PhosImmune’s equity holders will PRICE/REVENUE: receive an upfront payment of $2.5 PRICE/INCOME: million in cash and $7.4 million in shares of Agenus common stock at closing, plus milestone payments of up to $35 million in cash and/or stock. The acquisition will accelerate Agenus' development of new cancer vaccines and other single agent immuno- oncology approaches, as well as combination therapies. Its AutoSynVax program targets cancer neoantigens with an autologous synthetic vaccine approach.

The Health Care M&A Report, 4th Quarter, 2015 64

eHEALTH

TARGET: Practice management ACQUIRER: Pulse System, Inc. business LISTING: Private LISTING: Private LOCATION: CEO: Jeff Burton PHONE: 800-444-0882 UNITS: 3020 North Cypress Drive FAX: REVENUE: Wichita, Kansas 67226 NET INCOME: WEB SITE: www.pulseinc.com

Nightingale Informatix Corporation is selling its Pulse System, a subsidiary of Cegedim, provides certified, U.S.-based practice management business, which integrated, electronic healthcare management systems to thousands includes the assets of Nightingale's Medrium, of providers across more than 40 specialties. Ridgemark, Secure Connect and Northern Health Products.

ANNOUNCEMENT DATE: October 6, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Following the closing, Pulse's focus on its U.S. clients will include an upgrade each medical organization into its growing offering of state-of-the-art technology and service solutions. These solutions enable each medical organization to leverage the power of Pulse's suite of fully integrated proprietary products offered in both client server and cloud environments. This transaction closed on August 4, 2015.

TARGET: HealthCare Revenue ACQUIRER: RevSpring Strategies LLC LISTING: Private LISTING: Private LOCATION: Boston, Massachusetts CEO: Tim Schriner PHONE: 248-567-7300 UNITS: 29241 Beck Road FAX: REVENUE: Wixom, Michigan 48393 NET INCOME: WEB SITE: www.revspring.com

HealthCare Revenue Strategies provides revenue RevSpring provides patient and consumer engagement, delivering cycle consulting, analytics and hosted workflow end-to-end technology enabled solutions that accelerate cash flow, solutions for healthcare providers. Its leading improve consumer satisfaction and strengthen client relationships. product is RemitWeb™, which provides denial management solutions.

ANNOUNCEMENT DATE: October 7, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

HRS will operate as a stand-alone subsidiary of RevSpring and will continue to be led by Chuck Duncan, Chief Executive Officer and CTO. RemitWeb™ will be integrated with RevSpring's emerge™ platform and available to RevSpring customers.

The Health Care M&A Report, 4th Quarter, 2015 67 TARGET: EXINI Diagnostics AB ACQUIRER: Progenics Pharmaceuticals, Inc.

LISTING: Stockholm: EXINI.ST LISTING: NASDAQ: PGNX LOCATION: Lund, Sweden CEO: Mark R. Baker, JD PHONE: 914-789-2800 UNITS: 777 Old Saw Mill River Road FAX: 914-789-2817 REVENUE: Tarrytown, New York 10591 NET INCOME: WEB SITE: www.progenics.com

EXINI Diagnostics develops software solutions for Progenics Pharmaceuticals develops clinical-stage medicines for medical decision support, based on advanced image oncology in the United States and internationally. On a trailing 12- analysis. month basis, it generated revenue of $43.3 million and net income of $2.85 million.

ANNOUNCEMENT DATE: October 13, 2015 PRICE: $ 7,000,000 PRICE PER UNIT: TERMS: Cash on hand. The purchase price PRICE/REVENUE: implies a price per share of PRICE/INCOME: approximately SEK 3.15 (USD $0.39). The acquisition complements Progenics' strategy to support its imaging and therapeutic agents with sophisticated software and other technologies that help physicians and patients visualize, understand, target and treat cancer. It will bring new personnel with key medical and scientific expertise in the area of medical imaging to Progenics, and will help Progenics work with European partners, clinicians and researchers.

TARGET: Benaissance ACQUIRER: WEX Inc.

LISTING: Private LISTING: NYSE: WEX LOCATION: Omaha, Nebraska CEO: Melissa Smith PHONE: 207-773-8171 UNITS: 97 Darling Avenue FAX: REVENUE: South Portland, Maine 04106 NET INCOME: WEB SITE: www.wexinc.com

Benaissance provides integrated Software-as-a- WEX is a multi-channel provider of corporate payment solutions Service (SaaS) technologies and services for representing more than 9 million vehicles and offering payment healthcare premium billing, payment and workflow security and control access across a wide spectrum of business management. sectors.

ANNOUNCEMENT DATE: October 15, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Effective with the transaction's closing on November 18, 2015, Benaissance became part of WEX's Evolution1 business unit.

The Health Care M&A Report, 4th Quarter, 2015 68 TARGET: Medworxx ACQUIRER: Aptean Inc.

LISTING: Private LISTING: Private LOCATION: Toronto, Ontario CEO: Kim Eaton PHONE: 855-411-2783 UNITS: 4325 Alexander Drive, Ste. 100 FAX: REVENUE: Alpharetta, Georgia 30022 NET INCOME: WEB SITE: www.aptean.com

Medworxx delivers health information technology Aptean is a leading provider of industry-focused mission critical solutions to over 350 hospitals internationally, enterprise software solutions. Aptean's solutions help nearly 5,000 including Canada, United States, United Kingdom, organizations stay at the forefront of their industries. France and Australia.

ANNOUNCEMENT DATE: October 15, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This is Aptean's first acquisition in the healthcare sector. Aptean’s strong operational efficiencies will enable Medworxx to accelerate its efforts to advance its growth internationally. The acquisition closed on October 15, 2015.

TARGET: Vree Health ACQUIRER: PatientSafe Solutions

LISTING: NYSE: MRK LISTING: Private LOCATION: Annandale, New Jersey CEO: Joseph Condurso PHONE: 858-746-3100 UNITS: 5375 Mira Sorrento Place FAX: 858-746-3101 REVENUE: San Diego, California 92121 NET INCOME: WEB SITE: patientsafesolutions.com

Merck & Co. is selling its wholly owned subsidiary, PatientSafe Solutions provides Connected Patient Care® networks Vree Health, which provides service-enabled care that extend engagement and connectivity to physicians, nurses and coordination technology designed to influence patients to eliminate harm, reduce waste and improve productivity. positive behavioral change and enhance the patient experience.

ANNOUNCEMENT DATE: October 21, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Vree Health’s patient engagement and care management platform is designed to help coordinate care across providers; aggregate and analyze disparate data sources; and engage patients in managing their care. These services will complement PatientSafe’s mobile workflow solutions. PatientSafe Solutions is backed by investments from Merck Global Health Innovation Fund, TPG Biotech, Psilos Group, Camden Partners and EDBI of the Singapore Economic Development Board.

The Health Care M&A Report, 4th Quarter, 2015 69 TARGET: Xtend Healthcare ACQUIRER: Navient Corporation

LISTING: Private LISTING: NYSE: NAVI LOCATION: Hendersonville, Tennessee CEO: John F. Remondi PHONE: 302-283-8000 UNITS: 123 Justison Street FAX: REVENUE: $ 70,000,000 (2015, Wilmington, Delaware 19801 approximate) NET INCOME: WEB SITE: www.navient.com

Xtend Healthcare is one of the fastest-growing Navient provides financial products and services in the United revenue cycle management companies in the States. On a trailing 12-month basis, it generated revenue $2.4 industry. The company has grown from $17 million billion and net income of $973 million. in revenue in 2010 to approximately $70 million in 2015.

ANNOUNCEMENT DATE: October 21, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

With this acquisition, Navient is leveraging its asset recovery and business process outsourcing capabilities into the healthcare payments sector. Xtend currently serves more than 130 hospitals, ranging from large teaching university-affiliated hospitals and urban medical centers to rural critical access hospitals. Services include health insurance claims billion and account resolution, patient billing, customer service and follow-up, as well as revenue cycle consulting.

TARGET: Lavender & Wyatt Systems ACQUIRER: Netsmart Technologies

LISTING: Private LISTING: Private LOCATION: Little Rock, Arkansas CEO: Mike Valentine PHONE: 800-472-5509 UNITS: 4950 College Boulevard FAX: REVENUE: Overland Park, Kansas 66211 NET INCOME: WEB SITE: www.ntst.com

Lavender & Wyatt Systems, Inc. provides electronic Netsmart Technologies provides post-acute electronic health records health records (EHRs) and related services for (EHRs) and technology for health and human services providers. behavioral health provider organizations.

ANNOUNCEMENT DATE: October 22, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

LSWI clients will now have access to Netsmart's CareRecord EHR options and a range of other solutions and services that help to deliver quality care and maximize operational efficiencies. Its own Essentia general ledger modules will be added to the Netsmart CareGuidance suite and made available to all Netsmart clients.

The Health Care M&A Report, 4th Quarter, 2015 70 TARGET: Atlas Medical ACQUIRER: Roper Technologies, Inc.

LISTING: Private LISTING: NYSE: ROP LOCATION: Calabasas, California CEO: Brian D. Jellison PHONE: 914-556-2601 UNITS: 6901 Professional Pkwy. East, FAX: Ste. 200 REVENUE: Sarasota, Florida 34240 NET INCOME: WEB SITE: www.roperind.com

Atlas Development Corporation is selling its Roper Technologies designs and develops software and solutions subsidiary, Atlas Medical, which provides software for healthcare, transportation, food, energy and other industries. On that supports clinical process and connectivity a trailing 12-month basis, it generated revenue of $3.6 billion, solutions for hospitals, health systems, laboratory, EBITDA of $1.2 billion and net income of $673.4 million. radiology and other clinical disciplines.

ANNOUNCEMENT DATE: October 26, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Roper Technologies' subsidiary, Sunquest Information Systems Inc., will take over Atlas Medical and its LabWorks platform that connects diagnostic testing facilities to their customers. The platform also connects physicians and patients with lab test results via Atlas Physician Portal.

TARGET: Mach7 Technologies, Inc. ACQUIRER: 3D Medical Limited

LISTING: Private LISTING: ASX:3DM LOCATION: South Burlington, Vermont CEO: Max Ghobrial PHONE: 61 3 9646 2222 UNITS: 435 Williamstown Road, Unit 4 FAX: 61 3 9645 4707 REVENUE: Victoria, Australia 3207 NET INCOME: WEB SITE: www.3dmedical.com.au

Mach7 Technologies is a global provider of 3D Medical is a medical specific 3D printing and holographic enterprise image management systems that allow projection and data integrations provider. On a trailing 12-month healthcare enterprises to easily identify, connect and basis, it generated revenue of $167,100 and a net of $6.9 million. share diagnostic image and patient care intelligence where and when needed.

ANNOUNCEMENT DATE: October 26, 2015 PRICE: $ 3,676,000 Approximate PRICE PER UNIT: TERMS: 3DM will issue 459.5m shares (at $0.08 PRICE/REVENUE: per share) to the owners of Mach7 in PRICE/INCOME: return for 100% of the Mach7 assets and intellectual property. Performance- related shares will also be available for certain agreed financial milestones. The merger will provide access via public capital markets for Mach7 while preserving corporate self-determination regarding its mission and product roadmap. The merged entity will be publicly listed on the Australian stock exchange (ASX) and will trade as Mach7 Technologies Ltd. The transaction will drive earnings and transform the combined entity into a global operation, allowing significant opportunities to scale 3DM’s value-adding data activities to leading healthcare institutions globally.

The Health Care M&A Report, 4th Quarter, 2015 71 TARGET: Health Heritage ACQUIRER: NantHealth

LISTING: Private LISTING: Private LOCATION: Evanston, Illinois CEO: Dr. Patrick Soon- PHONE: 855-949-6268 Shiong UNITS: 9920 Jefferson Blvd. FAX: REVENUE: Culver City, California 90232 NET INCOME: WEB SITE: www.nanthealth.com

Health Heritage is part of NorthShore University NantHealth, a subsidiary of NantWorks, LLC, is a healthcare IT HealthSystem. Health Heritage is an online company working to provide actionable health data at the point of genomic medicine decision support application that care. aggregates and analyzes data from medical records, genetic tests and family history to assess disease risk.

ANNOUNCEMENT DATE: October 27, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Funding was rapidly running out for Health Heritage before NantHealth stepped in. Soon-Shiong views Health Heritage as a potential flagship product for NantHealth. The acquisition will continue the record of NantHealth rolling up or partnering with other companies in implementing Soon-Shiong’s vision.

TARGET: PPS Plus Software ACQUIRER: Kinnser Software, Inc.

LISTING: Private LISTING: Private LOCATION: Biloxi, Mississippi CEO: Christopher Hester PHONE: 512-879-3135 UNITS: 2600 Via Fortuna Dr., Ste. 150 FAX: REVENUE: Austin, Texas 78746 NET INCOME: WEB SITE: www.kinser.com

PPS Plus Software is a national leader in clinical Kinnser Software provides web-based solutions to more than 2,100 analysis and benchmarking solutions for home home health and hospice agencies. The company reported 2014 health agencies. revenue of $34 million, compared with $14.5 million in 2012.

ANNOUNCEMENT DATE: October 29, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

PPS Plus solutions integrate with a number of home health software solutions, including Kinnser. PPS Plus’s strategic alliances, software integrations and energetic team are not changing. PPS Plus will continue to work with all agencies and software vendors without disruption or limitations, while being wholly owned by Kinnser.

The Health Care M&A Report, 4th Quarter, 2015 72 TARGET: HealthFusion Holdings, ACQUIRER: Quality Systems, Inc. Inc. LISTING: Private LISTING: NASDAQ: QSII LOCATION: San Diego, California CEO: Sheldon Razin PHONE: 94-255-2600 UNITS: 18111 Von Karman Ave., Ste. FAX: 700 REVENUE: $ 30,000,000 (est. Irvine, California 92612 annualized revenue) NET INCOME: WEB SITE: www.qsii.com

HealthFusion develops web-based, cloud computing Quality Systems develops and markets healthcare information software for physicians, hospitals and medical systems that automate medical and dental practices, and networks of billing services. Its MediTouch® platform is practices. On a trailing 12-month basis, it generated revenue of currently used by more than 3,000 physician $499.4 million, EBITDA of $57.2 million and net income of $32.1 practices, ambulatory centers and billing services. million.

ANNOUNCEMENT DATE: October 30, 2015 PRICE: $165,000,000 PRICE PER UNIT: TERMS: $165 million upfront, plus an additional PRICE/REVENUE: 5.50 contingent consideration of up to $25 PRICE/INCOME: million, based on the generation of $43 million of HelathFusion product revenues during calendar year 2016. The transaction is expected to capitalize on the both companies' successes in the ambulatory market segment. J.P. Morgan Securities LLC is acting as financial advisor, and Latham & Watkins is serving as legal counsel to Quality Systems. TripleTree is acting as exclusive financial advisor, and Wilson Sonsini Goodrich & Rosati is serving as legal counsel to HealthFusion. The transaction closed on January 4, 2016.

TARGET: MedAssets, Inc. ACQUIRER: Pamplona Capital Management

LISTING: NASDAQ: MDAS LISTING: Private LOCATION: Alpharetta, Georgia CEO: Jeremby Gelber, PHONE: 212-207-6820 MD, partner UNITS: 375 Park Avenue FAX: REVENUE: $ 74,995,000 (ttm) New York, New York 10152 NET INCOME: $218,880,000 (EBITDA) WEB SITE: www.pamplonafunds.com

MedAssets provides technology-enabled products Pamplona Capital Management provides an alternative and services for hospitals, health systems, non- investment platform across private equity, hedge funds and single acute healthcare providers, payers and other manager hedge fund investments. It manages over $10 billion in service providers. It serves four out of every five assets across a number of funds. hospitals in the United States.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: $2,700,000,000 Approximate PRICE PER UNIT: TERMS: $31.35 per share, which represents a PRICE/REVENUE: 36.00 total enterprise value of $2.7 billion for PRICE/INCOME: 12.34 the acquisition. Pamplona received committed financing from Morgan Stanley, Barclays, Macquarie and Golub Capital for the transaction. Pamplona will divest MedAssets' Spend and Clinical Resource Management segment to VHA-UHC Alliance. It will retain MedAssets' Revenue Cycle Management segment and combine it with Precyse, a portfolio company that provides health information management services. The combined enterprise will offer end-to-end RCM and HIM solutions. Morgan Stanley and Barclays are serving as Pamplona's financial advisors, and Simpson Thacher & Bartlett LLP is serving as its legal advisor.

The Health Care M&A Report, 4th Quarter, 2015 73 TARGET: MedAssets' SCM business ACQUIRER: VHA-UHC Alliance NewCo. Inc.

LISTING: NASDAQ: MDAS LISTING: Private LOCATION: Alpharetta, Georgia CEO: Curt Nonomaque PHONE: 972-750-4972 UNITS: 290 E. John Carpenter Freeway FAX: REVENUE: Irving, Texas 75062 NET INCOME: WEB SITE: www.vha.com

As part of MedAssets' acquisition by Pamplona Effective April 1, 2015, VHA, the national health care network of Capital Management, MedAssets' Spend and not-for-profit hospitals and UHC, the alliance of the nation's leading Clinical Resource Management segment, including academic centers, combined to form the largest member-owned Sg2, is being sold to VHA-UHC Alliance. health care company in the United States.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition makes VHA-UHC Alliance a global leader in health care supply chain procurement, market intelligence, strategic analytics and comprehensive consulting services. VHA-UHC plans to announce a new name in January 2016. Piper Jaffray & Co. is acting as VHA-UHC Alliance's financial advisor and Greenbery Traurig LLP is acting as its legal advisor. NHA-UHC has received committed financing from Barclays for the transaction.

TARGET: 1DocWay ACQUIRER: Genoa

LISTING: Private LISTING: Private LOCATION: New York, New York CEO: John Figueroa PHONE: 800-519-1139 UNITS: 18300 Cascade Ave. South, Ste. FAX: 253-218-0336 251 REVENUE: Tukwila, Washington 98188 NET INCOME: WEB SITE: www.genoa-qol.com

1DocWay is the nation's largest outpatient Genoa, a QoL Healthcare Company, is a leading behavioral health telepsychiatry provider. Its services are provided on specialty pharmacy. It was created in July 2014 by the merger of smartphones, tablets and desktop computers, and Genoa Healthcare with QoL meds. has helped to treat 25,000 patients across 11 states.

ANNOUNCEMENT DATE: November 4, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

1DocWay raised $1.7 million in July from iSeedVC, Rock Health, Asset Management, Great Oaks Venture Capital, and Waterline Ventures. It developed a telepsychiatry network that connects hospitals with community health centers, skilled nursing facilities, military bases, critical access hospitals, and other underserved care settings to offer patients mental health services. Genoa plans to launch Genoa Telepsychiatry using 1DocWay’s offering.

The Health Care M&A Report, 4th Quarter, 2015 74 TARGET: iVantage Health Analytics ACQUIRER: The Chartis Group

LISTING: Private LISTING: Private LOCATION: Portland, Maine CEO: Ken Graboys PHONE: 877-667-4700 UNITS: 220 West Kinzie Street, Third FAX: Floor REVENUE: Chicago, Illinois 60654 NET INCOME: WEB SITE: www.chartis.com iVantage is a leading provider of healthcare analytic Chartis is a national advisory services firm. Chartis provides and decision support tools. iVantage serves strategic and economic planning, accountable care, clinical hundreds of hospitals and health systems across the transformation, and informatics and technology consulting services country. to the country’s leading healthcare providers.

ANNOUNCEMENT DATE: November 5, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME: iVantage's capabilities and tools, coupled with The Chartis Group's knowledge of healthcare economics, markets, clinical models and technology, will enable both Chartis and iVantage to continue to deliver unequaled results to its respective clients.

TARGET: Integrity Digital Solutions, ACQUIRER: Alphaeon Corporation LLC LISTING: Private LISTING: Private LOCATION: Temple, Texas CEO: Robert E. Grant PHONE: UNITS: 18191 Von Karman Ave., Ste. FAX: 500 REVENUE: Irvine, California 92612 NET INCOME: WEB SITE: www.alphaeon.com

Integrity Digital Solutions is an innovator in Alphaeon is a lifestyle healthcare company that promotes consumer electronic medical record software for wellness, beauty and performance. It works in partnership with ophthalmology and optometry. Its Integrity EMR board-certified physicians ensuring access to leading advancements for Eyes™ is designed to expedite EMR in lifestyle healthcare. implementation and enhance patient care.

ANNOUNCEMENT DATE: November 12, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Also on Nov. 12, 2015, Alphaeon PRICE/REVENUE: completed a private placement of Series PRICE/INCOME: B Preferred stock in a transaction led by Sailing Capital, H&S Ventures LLC, Longitude Capital and Chow Tai Fook Enterprises. This transaction is expected to close on or before December 31, 2015.

The Health Care M&A Report, 4th Quarter, 2015 75 TARGET: Optima Healthcare ACQUIRER: Alpine Investors Solutions LISTING: Private LISTING: Private LOCATION: Palm City, Florida CEO: Josh Pickus PHONE: 415-392-9100 UNITS: 3 Embarcadero Center, Ste. FAX: 2330 REVENUE: San Francisco, California 94111 NET INCOME: WEB SITE: alpine-investors.com

Optima Healthcare Solutions provides therapy Alpine Investors is a private equity firm committed to building management software for post-acute providers. Its purpose-driven companies through its PeopleFirst model. It has team will maintain minority ownership and remain raised more than $900 million of committed capital and invested in active in the management of the company. more than 50 companies since its launch in 2001.

ANNOUNCEMENT DATE: November 17, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Optima is the leading therapy management SaaS software company serving the post-acute care market. Its signature offering is RehabOptima, a solution used by more than 8,000 skilled nursing facilities, assisted living facilities and contract therapy companies.

TARGET: ikaSystems ACQUIRER: Blue Cross Blue Shield of Michigan

LISTING: Private LISTING: Nonprofit LOCATION: Southborough, Massachusetts CEO: PHONE: 855-237-3501

Daniel J. Loepp UNITS: 600 E. Lafayette Blvd. FAX: REVENUE: Detroit, Michigan 48226 NET INCOME: WEB SITE: www.bcbsm.com ikaSystems delivers business automation and Blue Cross Blue Shield of Michigan is an independent licensee of process solutions that transform how health plans the Blue Cross and Blue Shield Association. conduct commercial, Medicare, Medicaid, Exchange and ACO business. ikaSystems will become an independent subsidiary of BCBSM.

ANNOUNCEMENT DATE: November 19, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The new relationship will position ikaSystems for further growth in solution expansion, new capabilities and new services across all lines of business. ikaSystems’ existing management team will continue to lead the Boston-area company. Oppenheimer & Co. Inc. acted as exclusive financial advisor to ikaSystems.

The Health Care M&A Report, 4th Quarter, 2015 76 TARGET: Healthland Holding Inc. ACQUIRER: Computer Programs and Systems, Inc.

LISTING: Private LISTING: NASDAQ: CPSI LOCATION: Minneapolis, Minnesota CEO: J. Boyd Douglas PHONE: 251-639-8100 UNITS: 6600 Wall Street FAX: 251-639-8214 REVENUE: Mobile, Alabama 36695 NET INCOME: WEB SITE: www.cpsi.com

Healthland Holding Inc. provides integrated CPSI is a leading provider of healthcare solutions for community technology solutions to rural community and critical hospitals. CPSI is the parent of Evident, LLC and TruBridge, LLC. access hospitals. Its affiliates, Healthland Inc., On a trailing 12-month basis, it generated revenue of $184.2 American HealthTech, Inc. and Rycan million, EBITDA of $35.3 million and net income of $21.3 million. Technologies, Inc., are also part of the transaction.

ANNOUNCEMENT DATE: November 25, 2015 PRICE: $250,000,000 PRICE PER UNIT: TERMS: $250 million - 65% in cash and 35% in PRICE/REVENUE: CPSI common stock. CPSI will use cash PRICE/INCOME: available on its balance sheet, $150 million of funded debt from a new senior secured credit facility and shares of its common stock. The acquisition will strengthen CPSI’s position in providing healthcare information solutions in the markets it serves and will provide new growth markets for the combined company. Allen & Company LLC served as financial advisor to CPSI for this transaction, and Maynard, Cooper & Gale, P.C. and Paul, Weiss, Rifkind, Wharton & Garrison LLP served as legal counsel. Shearman & Sterling LLP served as legal counsel to Healthland. The transaction closed on January 8, 2016. TARGET: Lively ACQUIRER: GreatCall, Inc.

LISTING: Private LISTING: Private LOCATION: San Francisco, California CEO: David Inns PHONE: 855-888-6357 UNITS: 10935 Vista Sorrento Pkwy., FAX: Ste. 200 REVENUE: San Diego, California 92130 NET INCOME: WEB SITE: www.greatcall.com

Founded in 2012, Lively has developed a remote GreatCall has created a suite of products for active aging, including monitoring system for seniors. Its safety watch GreatCall Splash, Jitterbug5, Touch3 and health, safety and medical works with a system of passive activity sensors to apps, including Urgent Care, GreatCall Link, MedCoach and 5Star. alert family members and share seniors' daily routines.

ANNOUNCEMENT DATE: December 3, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition is a key step in GreatCall's commitment to growth and the development of its connected health portfolio.

The Health Care M&A Report, 4th Quarter, 2015 77 TARGET: PDR Network, LLC ACQUIRER: Genstar Capital

LISTING: Private LISTING: Private LOCATION: Montvale, New Jersey CEO: Robert Weltman, PHONE: 415-834-2350 Managing Director UNITS: 4 Embarcadero Center, Ste. FAX: 415-834-2383 1900 REVENUE: San Francisco, California 94111 NET INCOME: WEB SITE: www.gencap.com

PDR Network, a portfolio company of Lee Equity Genstar Capital is a private equity investment firm that makes Partners, LLC, delivers health knowledge products leveraged investments in middle-market companies. and services that support prescribing decisions and patient adherence to improve health.

ANNOUNCEMENT DATE: December 4, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

PDR connects the largest aggregated provider-patient network, including healthcare providers’ eRx, EMR and EHR applications and systems, chain and independent pharmacies, and a direct-to-provider communications capability that reaches more than 1.5 million healthcare providers. Piper Jaffray & Co and Weil, Gotshal & Manges, LLP served as financial and legal advisors, respectively.

TARGET: AOD Software ACQUIRER: MatrixCare

LISTING: Private LISTING: Private LOCATION: Fort Lauderdale, Florida CEO: John Damgaard PHONE: 952-995-9800 UNITS: 10900 Hampshire Ave. South, FAX: 952-995-9735 Ste. 100 REVENUE: Bloomington, Minnesota 55438 NET INCOME: WEB SITE: www.matrixcare.com

AOD Software focuses on electronic health records MatrixCare, a portfolio company of OMERS Private Equity, is a for the continuing care retirement community leading provider of electronic health record systems designed (CCRC) market. It serves more than 800 CCRCs specifically for skilled nursing facilities and other long-term care and other long-term care facilities, in addition to sites. 1,400 home health care locations.

ANNOUNCEMENT DATE: December 10, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

AOD Software complements MatrixCare's focus on the long-term care sector and expands its access to other areas of the market. By integrating their collective technologies, the combined company will be able to offer a full- spectrum solution to help LTPAC operators and others deliver better care and patient outcomes.

The Health Care M&A Report, 4th Quarter, 2015 78 TARGET: UMS s.r.l. ACQUIRER: Ascom

LISTING: Private LISTING: SWX: ASCN LOCATION: Florence, Italy CEO: Fritz Mumenthaler PHONE: +41 41 544 78 00 UNITS: Zugerstrasse 32 FAX: +41 41 761 97 25 REVENUE: Baar, Switzerland CH-6340 NET INCOME: WEB SITE: www.ascom.com

UMS delivers modular, point-of-care, electronic Ascom is an international solutions provider with comprehensive health records software solutions for life-critical know-how in healthcare workflows and telecommunications. It has patient care. UMS offers more than 200 medical subsidiaries in 19 countries and employs around 1,700 people device integrations and 1,000 different EHR forms worldwide. and integrations.

ANNOUNCEMENT DATE: December 17, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

With this acquisition, Ascom will gain access to new software and additional competence for global integrated workflow solutions in Healthcare ICT. Ascom will leverage the acquired software solutions globally. UMS will be renamed “Ascom UMS s.r.l.” Gabriele Unterberger, founder of UMS will continue to run it and will be Managing Director.

TARGET: RightCare Solutions, Inc. ACQUIRER: naviHealth

LISTING: Private LISTING: NYSE: CAH LOCATION: Horsham, Pennsylvania CEO: Clay Richards PHONE: 615-577-1900 UNITS: 210 Westwood Place, #400 FAX: REVENUE: Brentwood, Tennessee 37027 NET INCOME: WEB SITE: www.navihealth.us

RightCare Solutions is a discharge decision support naviHealth, a subsidiary of Cardinal Health, is a post-acute care platform that works to reduce readmissions for management company with operations in 28 states. hospitals and health systems.

ANNOUNCEMENT DATE: December 19, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

RightCare licenses its proprietary software to hospitals and health systems to assess patients for post-acute needs, determine risk of readmission and coordinate patient discharges to post-acute care providers. It also licenses its software to post-acute care providers to help save time and money in managing referrals from nearby hospitals.

The Health Care M&A Report, 4th Quarter, 2015 79 TARGET: OCS HomeCare and ACQUIRER: ABILITY Network Hospice analytics division LISTING: NASDAQ: NRCI LISTING: Private LOCATION: Seattle, Washington CEO: Mark Pulido PHONE: 888-858-0506 UNITS: 100 North 6th St., Ste. 900A FAX: REVENUE: Minneapolis, Minnesota 55403 NET INCOME: WEB SITE: www.abilitynetwork.com

National Research Corp. is selling its OCS ABILITY® Network is a leading healthcare technology company HomeCare and Hospice analytics division. serving thousands of payers and providers through its comprehensive suite of care coordination and workflow solutions.

ANNOUNCEMENT DATE: December 21, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

ABILITY has acquired the analytics software services that offer clinical outcomes improvement, hospitalization insights and quality assurance benchmarking and reporting. National Research will retain the Home Health CAHPS business segment of the OCS division.

TARGET: ImageVision.Net ACQUIRER: Invoice Cloud, Inc.

LISTING: Private LISTING: Private LOCATION: Mechanicsburg, Pennsylvania CEO: Robert P. Bennett PHONE: 781-848-3733 UNITS: 30 Braintree Hill Office Park, FAX: Suite 303 REVENUE: Braintree, Massachusetts 02184 NET INCOME: WEB SITE: www.invoicecloud.net

ImageVision.Net created HealthPay24™ to Invoice Cloud provides secure e-payments and electronic bill specifically address the need for point-of-service presentment with payment (EBPP) solutions. It has more than 500 and online payments at integrated healthcare clients in 36 states in the United States. providers.

ANNOUNCEMENT DATE: December 22, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

HealthPay24 provides point-of-service and online payment processing for hospitals.

The Health Care M&A Report, 4th Quarter, 2015 80 TARGET: Qforma, Inc. ACQUIRER: QPharma, Inc.

LISTING: Private LISTING: Private LOCATION: Morris Plains, New Jersey CEO: Patrick P. Den Boer PHONE: 973-656-0011 UNITS: 22 South Street FAX: REVENUE: Morristown, New Jersey 07960 NET INCOME: WEB SITE: www.qpharmacorp.com

Qforma, a portfolio company of BelHealth QPharma provides a suite of solutions to the life sciences industry. Investment Partners, offers an array of life sciences QPharma works closely with pharmaceutical, medical device, and solutions that include healthcare analytics, biotechnology manufacturers to validate their systems and facilities. predictive modeling and product launch services.

ANNOUNCEMENT DATE: December 22, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The Qforma brand will be phased out, and the company will operate as QPharma. With the purchase, QPharma will increase its headcount by 10 percent, with new sales, strategy, and technology personnel based at offices throughout the United States.

TARGET: Compressus, Inc. ACQUIRER: Versata Enterprises, Inc.

LISTING: Private LISTING: Private LOCATION: Washington, D.C. CEO: Randall Jacops PHONE: 512-874-3100 UNITS: 401 Congress Avenue, Suite FAX: 2650 REVENUE: Austin, Texas 78701 NET INCOME: WEB SITE: www.versatabrms.com

Compressus Inc.'s primary product is Compressus Versata is a leading provider of enterprise software solutions. MEDxConnect, a software solution that enables the use of patient information throughout a healthcare organization.

ANNOUNCEMENT DATE: December 24, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Versata will operate Compressus as a stand-alone entity. Versata veteran Leela Kaza will assume the role of CEO of Compressus.

The Health Care M&A Report, 4th Quarter, 2015 81

HOME HEALTH & HOSPICE

TARGET: Hospice Advantage ACQUIRER: Compassus

LISTING: Private LISTING: Private LOCATION: Bay City, Michigan CEO: Jim Deal PHONE: 888-594-3289 UNITS: 12 Cadillac Drive, Ste. 360 FAX: 615-373-4457 REVENUE: Brentwood, Tennessee 37027 NET INCOME: WEB SITE: www.compassushealthcare.com

Hospice Advantage, a portfolio company of Compassus, formerly Hospice Compassus, is a nationwide network Sentinel Capital Partners, offers end-of-life care of community-based hospice and palliative care services, now with locations in Alabama, Georgia, Illinois, including Life Choice Hospice and Hospice Advantage. Indiana, Kansas, Michigan, Minnesota, Mississippi, Missouri, Oklahoma, Pennsylvania, South Carolina, Tennessee and Wisconsin.

ANNOUNCEMENT DATE: October 8, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The service area of the combined company, which will operate as Compassus, will extend to 150 locations in 28 states, serving more than 30,000 patients and their families each year. This acquisition builds on Compassus' acquisition of Life Choice Hospice earlier in 2015.

TARGET: Autumn Bridge, LLC ACQUIRER: New Century Hospice, LLC

LISTING: Private LISTING: Private LOCATION: Oklahoma City, Oklahoma CEO: David Gasmire PHONE: 972-239-0907 UNITS: 4101 McEwen Road, Ste. 500 FAX: 972-239-0908 REVENUE: Dallas, Texas 75244 NET INCOME: WEB SITE: www.newcenturyhospice.com

Autumn Bridge is a local hospice provider. New Century Hospice, a portfolio company of Petra Capital Partners, is one of the nation's largest regional hospices. The company now operates 18 locations in six states, including Colorado, Georgia, Louisiana, Oklahoma, Texas and Virginia.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition is part of New Century's strategy to expand beyond its Tulsa location and into other parts of the state of Oklahoma. Autumn Bridge will change its name to New Century Hospice of Oklahoma City. This transaction closed on October 31, 2015.

The Health Care M&A Report, 4th Quarter, 2015 85 TARGET: Heritage Healthcare ACQUIRER: Good Samaritan Society HCBS-Heritage, Services, Inc. LLC

LISTING: Private LISTING: Nonprofit LOCATION: Albuquerque, New Mexico CEO: David J. PHONE: 866-382-1406 Horazdovsky UNITS: 4800 W. 57th St. FAX: REVENUE: Sioux Falls, South Dakota 57108 NET INCOME: WEB SITE: www.good-sam.com

Heritage is a major provider of home care services Good Samaritan Society HCBS-Heritage, LLC is an affiliate of The and Medicare home health services. It has five Evangelical Lutheran Good Samaritan Society. The Society is the locations in New Mexico and one in Arizona, and nation's largest not-for-profit provider of senior care and services. It all will retain their original names. owns and operates more than 240 locations nationwide.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition will help the Society grow its home- and community-based services. The Braff Group originated the transaction, and served as the exclusive mergers and acquisitions advisor to Heritage Healthcare Services. The transaction closed on October 31, 2015.

TARGET: Nurses Registry and Home ACQUIRER: LHC Group, Inc. Health Corp. LISTING: Private LISTING: NASDAQ: LHCG LOCATION: Lexington, Kentucky CEO: Keith G. Myers PHONE: 337-233-1307 UNITS: 420 West Pinhook Road, Ste. A FAX: REVENUE: Lafayette, Louisiana 70503 NET INCOME: WEB SITE: www.lhcgroup.com

Nurses Registry and Home Health Corp. filed for LHC Group provides post-acute continuum of care primarily for Chapter 11 bankruptcy protection on June 29. 2015. Medicare beneficiaries in 29 U.S. locations. On a trailing 12-month A U.S. Bankruptcy Court judge approved the sale to basis, it generated $756.2 million in revenue; $71.8 million in LHC Group. EBITDA and net income of $27.5 million.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: $ 5,700,000 PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Nurses Registry and Home Health Corp. previously faced accusations of fraud from Medicare officials who claimed the company had paid kickbacks to physicians. Judge Gregory R. Schaaf approved the settlement agreement in which 30% of the net sale proceeds went to the bankruptcy estate and 70% to the U.S. government. A separate bid of $3.5 million from Atlanta-based Five Points Healthcare LLC was not accepted.

The Health Care M&A Report, 4th Quarter, 2015 86 TARGET: Infinity HomeCare ACQUIRER: Amedysis, Inc.

LISTING: Private LISTING: NASDAQ: AMED LOCATION: Sarasota, Florida CEO: Paul B. Kusserow PHONE: 225-292-2013 UNITS: 5959 S. Sherwood Forest Blvd. FAX: REVENUE: $ 50,000,000 (annual Baton Rouge, Louisiana 70816 revenue) NET INCOME: $ 6,400,000 (ttm, adjusted WEB SITE: www.amedysis.com EBITDA)

Infinity HomeCare, founded in 2006, cares for more Amedysis provides home health and hospice care services. On a than 14,000 patients per year in 15 care centers in trailing 12-month basis, it generated revenue of $1.2 billion, Florida. EBITDA of $89.3 million and a net loss of $6.8 million.

ANNOUNCEMENT DATE: November 3, 2015 PRICE: $ 63,000,000 PRICE PER UNIT: TERMS: PRICE/REVENUE: 1.26 PRICE/INCOME: 9.84

This acquisition expands Amedysis' footprint in Florida. CEO Paul Kusserow promises it is the first of many high- quality asset acquisition to come in key markets. The transaction is expected to close on December 31, 2015.

TARGET: Black Stone Operations, ACQUIRER: Almost Family, Inc. LLC LISTING: Private LISTING: NASDAQ: AFAM LOCATION: Cincinnati, Ohio CEO: William B. Yarmuth PHONE: 502-891-1000 UNITS: 9510 Ormsby Station Road FAX: 502-891-8067 REVENUE: $ 46,700,000 -2014 Louisville, Kentucky 40223 NET INCOME: WEB SITE: www.almostfamily.com

Home Care by Black Stone provides in-home Almost Family provides home health services in the United States. personal care and skilled home health services in the On a trailing 12-month basis, it generated revenue of $506 million, western half of Ohio. EBITDA of $36.6 million and net income of $18.0 million.

ANNOUNCEMENT DATE: November 4, 2015 PRICE: $ 40,000,000 PRICE PER UNIT: TERMS: The total purchase price of $40 million PRICE/REVENUE: .86 will be funded through borrowings on PRICE/INCOME: Almost Family's bank credit facility ($27.5 million), seller notes ($5 million) and the issuance of 188,000 of Almost Family common shares. This transaction enhances Almost Family's position as a leading provider of services to Ohio's innovative managed care programs for seniors who are dually eligible for Medicare and Medicaid services. On a combined basis, Ohio revenues are expected to be over $120 million annually.

The Health Care M&A Report, 4th Quarter, 2015 87 TARGET: BestCare HomeCare ACQUIRER: Addus HomeCare Corporation

LISTING: Private LISTING: NASDAQ: ADUS LOCATION: Woodbridge, Virginia CEO: Mark S.Heaney PHONE: 630-296-3400 UNITS: 2300 Warrenville Road FAX: REVENUE: Downers Grove, Illinois 60515 NET INCOME: WEB SITE: www.addus.com

Five Points Healthcare of Virginia, LLC (dba as Addus HomeCare provides home and community-based services to BestCare HomeCare), serves consumers in 11 older adults and younger disabled persons. On a trailing 12-month counties in northern Virginia. It had annualized basis, it generated revenue of $344.7 million, EBITDA of $23.9 revenue of approximately $5.7 million for the first million and net income of $11.9 million. nine months of 2015.

ANNOUNCEMENT DATE: November 12, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Addus anticipates the transaction to be accretive to earnings in 2015, excluding transaction costs. Winston & Strawn LLP served as legal advisor to Addus and Provident Healthcare Partners LLC served as financial advisor. This transaction closed on November 9, 2015.

TARGET: AlexaCare Holdings, Inc. ACQUIRER: OptumRx Inc.

LISTING: Private LISTING: NYSE: UNH LOCATION: Lenexa, Kansas CEO: Larry Renfro PHONE: 714-825-3600 UNITS: 2300 Main Street FAX: REVENUE: Irvine, California 92614 NET INCOME: WEB SITE: www.optumrx.com

AlexaCare Holdings, a portfolio company of OptumRx, a subsidiary of UnitedHealth Group's Optum, is a Harvest Partners since April 2013, is a technology- pharmacy benefits manager working with commercial, Medicare, enabled provider of home infusion services for Medicaid and other government health plans, and with employers chronic and acute conditions. and unions through a national network of 67,000 community pharmacies.

ANNOUNCEMENT DATE: November 17, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The addition of AlexaCare continues OptumRxs strategy of improving care and reducing costs by integrating information and services for its clients. AxelaCare enhances OptumRx's ability to deliver the best care to consumers with complex conditions. The acquisition will expand the scope of treatment that can be offered in the home rather than in higher-cost institutional settings. The transaction was completed on November 17, 2015.

The Health Care M&A Report, 4th Quarter, 2015 88 TARGET: Family Hospical, LLC ACQUIRER: New Century Hospice, LLC

LISTING: Private LISTING: Private LOCATION: Boulder, Colorado CEO: David Gasmire PHONE: 972-239-0907 UNITS: 4101 McEwen Road, Ste. 500 FAX: 972-239-0908 REVENUE: Dallas, Texas 75244 NET INCOME: WEB SITE: www.newcenturyhospice.com

Family Hospice is a local hospice provider in New Century Hospice, a portfolio company of Petra Capital Boulder. Partners, is one of the nation's largest regional hospices.

ANNOUNCEMENT DATE: December 1, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

With this acquisition, New Century Hospice now operates 19 hospices in six states, including Colorado, Georgia, Louisiana, Oklahoma, Texas and Virginia. Family Hospice will do business as New Century Hospice of Boulder after an undisclosed time of transition. The transaction closed on November 30, 2015.

TARGET: American HomePatient ACQUIRER: Lincare Holdings Inc.

LISTING: Private LISTING: Private LOCATION: Brentwood, Tennessee CEO: Kristen Hoefer PHONE: 800-284-2006 UNITS: 19387 U.S. 19 North FAX: REVENUE: Clearwater, Florida 33764 NET INCOME: WEB SITE: www.lincare.com

American HomePatient, a portfolio company of Lincare Holdings is part of The Linde Group in Germany. Lincare Highland Capital Management L.P., is one of the Holdings is one of the largest providers of oxygen and other top five diversified home healthcare providers in the respiratory therapy services to patients in the home. It has United States, with more than 200 locations. It approximately 1,000 locations in 48 U.S. states and Canada. supplies home medical products and services.

ANNOUNCEMENT DATE: December 7, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Jefferies LLC served as financial advisor to American HomePatient in this transaction. The transaction is expected to close in the first quarter of 2016.

The Health Care M&A Report, 4th Quarter, 2015 89 TARGET: Alliance Home Health ACQUIRER: Sutter Care at Home

LISTING: Nonprofit LISTING: Nonprofit LOCATION: Salinas, California CEO: Marcia Ressig PHONE: 800-698-1273 UNITS: 1900 Powell St., Ste. 300 FAX: REVENUE: Emeryville, California 94608 NET INCOME: WEB SITE: suttercareathome.org

Alliance Home Health serves the areas of Monterey, Sutter Care at Home is part of the not-for-profit Sutter Health Carmel, Pebble Beach, Pacific Grove, Seaside, network and delivers personalized care to more than 150,000 Marina, Salinas, Gonazales and Soledad counties patients in 24 northern California counties each year. It offers both with a full array of homecare services. home health and hospice care services.

ANNOUNCEMENT DATE: December 9, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition will expand Sutter Care at Home's home health programs and services in Monterey County. Alliance will continue to offer skilled nursing, occupational therapy, physical therapy, speech therapy, home health aide services and medical social services.

TARGET: Alternacare Infusion ACQUIRER: PharMerica Corporation Pharmacy LISTING: Private LISTING: NYSE: PMC LOCATION: Olathe, Kansas CEO: Gregory S. Weishar PHONE: 502-627-7000 UNITS: 1901 Campus Place FAX: REVENUE: Louisville, Kentucky 40299 NET INCOME: WEB SITE: www.pharmerica.com

Alternacare Infusion Pharmacy provides specialty PharMerica operates as an institutional pharmacy services company home infusion services in the Greater Kansas City in the United States. On a trailing 12-month basis, it generated metropolitan area. revenue of $2.0 billion, EBITDA of $133.5 million and net income of $18.1 million.

ANNOUNCEMENT DATE: December 15, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This transaction was announced together with PharMerica's acquisition of Integrated Pharmacy Network in Midland, Michigan. With these two acquisitions, PharMerica has achieved its goal of completing acquisitions that generate at least $100 million of annualized sales in the aggregate in 2015. The company now operates 95 institutional pharmacies, 16 specialty home infusion pharmacies and five specialty oncology pharmacies in 45 states.

The Health Care M&A Report, 4th Quarter, 2015 90

HOSPITALS

TARGET: Titusville Area Hospital ACQUIRER: Meadville Medical Center

LISTING: Nonprofit LISTING: Nonprofit LOCATION: Titusville, Pennsylvania CEO: Philip Pandolph PHONE: 814-333-5000 UNITS: 72 (beds) 751 Liberty Street FAX: REVENUE: $ 26,223,324 (ttm, Meadville, Pennsylvania 16335 6/30/2014) NET INCOME: $- 2,471,529 (EBITDA) WEB SITE: meadvillemedicalcenter.com

Titusville Area Hospital is a 72-bed acute care Meadville Medical Center and its subsidiaries have served residents facility serving the residents of eastern Crawford of Crawford County for more than 146 years. County, as well as portions of Venango and Forest Counties. It will continue to operate under its own name.

ANNOUNCEMENT DATE: October 1, 2015 PRICE: $ 8,000,000 Merger PRICE PER UNIT: $ 111,111 TERMS: In August, the two hospital sought $8 PRICE/REVENUE: .31 million in funding through the Crawford PRICE/INCOME: - 3.24 County Hospital Authority. Meadville Medical used the money to purchase Titusville and its related corporations. Talks between the two independent hospitals began in 2014, and the merger was finalized in mid September. The transaction became effective on October 1, 2015.

TARGET: Bethesda Health, Inc. ACQUIRER: Baptist Health South Florida

LISTING: Nonprofit LISTING: Nonprofit LOCATION: Boynton Beach, Florida CEO: Brian E. Keeley PHONE: 786-596-1960 UNITS: 481 (beds) 50 Barracuda Lane FAX: REVENUE: $309,871,664 (ttm, Coral Gables, Florida 33037 9/30/2014) NET INCOME: $ 26,064,019 (EBITDA) WEB SITE: www.baptisthealth.net

Bethesda Health is comprised of two hospitals, Baptist Health is one of the largest not-for-profit hospital systems in Bethesda Hospital East (401 beds) and Bethesda Florida, with seven hospitals in Dade and Monroe counties, and 18 Hospital West (80 beds). The financial data listed outpatient facilities in Dade, Monroe and Broward counties. below is for Bethesda Hospital East only.

ANNOUNCEMENT DATE: October 2, 2015 PRICE: Merger PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Baptist Health South Florida and Bethesda Health have signed an agreement to merge, pursuant to a 24-month transition period culminating on September 30, 2017. During the transition period, both organizations will collaborate to enhance effectiveness in their operations and share best practices to address the ongoing evolution in the health care industry.

The Health Care M&A Report, 4th Quarter, 2015 93 TARGET: St. Francis Hospital Inc. ACQUIRER: LifePoint Health

LISTING: Nonprofit LISTING: NASDAQ: LPNT LOCATION: Columbus, Georgia CEO: William F. Carpenter PHONE: 615-920-7000 III UNITS: 312 (beds) 330 Seven Springs Way FAX: REVENUE: $211,655,313 (ttm,12/31/13) Brentwood, Tennessee 37027 NET INCOME: $ 27,434,620 (EBITDA) WEB SITE: www.lifepoint.com

St. Francis Hospital is a 312-bed facility offering a LifePoint Health provides quality inpatient, outpatient and post- full range of inpatient, outpatient and emergency acute services in 21 states. On a trailing 12-month basis, it room services. It is the only area hospital offering generated revenue of $4.9 billion, EBITDA of $627.5 million and open heart surgery. net income of $135.2 million.

ANNOUNCEMENT DATE: October 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Upon joining the LifePoint system, St. Francis will become a tax-paying entity. LifePoint has satisfied St. Francis' financial obligations, including paying off its loan from the U.S. Dept. of Housing and Urban Development. As part of LifePoint, St. Francis will continue its existing charity care policies. This transaction closed on January 4, 2016.

TARGET: St. Luke's Cornwall ACQUIRER: Montefiore Health System Hospital LISTING: Nonprofit LISTING: Nonprofit LOCATION: Newburgh, New York CEO: Steven M. Safyer, PHONE: 718-920-4321 MD UNITS: 193 (beds) 111 East 210th Street FAX: REVENUE: $166,987,608 (ttm, Bronx, New York 10467 12/31/2014) NET INCOME: $- 16,897,935 (EBITDA) WEB SITE: www.montefiore.org

St. Luke's Cornwall Hospital is a 193-bed acute care Montefiore Health System owns 10 hospitals and is the University facility with two campuses in Newburgh. Hospital and academic medical center for Albert Einstein College of Medicine.

ANNOUNCEMENT DATE: October 5, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

St. Luke’s will enter into a passive parent relationship, with Montefiore as the parent organization. The SLCH Board of Trustees will remain intact, comprised of its existing community leaders, who will be joined by three members-at-large from Montefiore Health System. SLCH embarked on the search for a strategic partner in early 2014, and had been posting operating losses and working capital deficiencies since 2012.

The Health Care M&A Report, 4th Quarter, 2015 94 TARGET: Al Noor Hospitals Group plc ACQUIRER: Mediclinic International Ltd.

LISTING: LSE: AHN.L LISTING: OTCQB: MCFFY LOCATION: Abu Dhabi, United Arab Emirates CEO: Danie P. Meintjes PHONE: 27 21 809 6500 B.PI UNITS: Strand Road FAX: REVENUE: $468,250,000 (ttm) Stellenbosch, South Africa 7600 NET INCOME: $ 98,590,000 (EBITDA, WEB SITE: www.mediclinic.co.za ttm)

Al Noor Hospitals Group provides primary, Mediclinic International operates private hospitals in South Africa, secondary and tertiary care services through its Namibia, Switzerland and the UAE. On a trailing 12-month basis, it portfolio of hospitals and medical centers in the generated revenue of $2.6 billion, EBITDA of $542 million and net United Arab Emirates. income of $321.45 million.

ANNOUNCEMENT DATE: October 14, 2015 PRICE: $2,300,000,000 Merger PRICE PER UNIT: TERMS: This transaction is a reverse takeover. PRICE/REVENUE: 4.91 Al Noor shareholders can opt to get a PRICE/INCOME: 23.33 special dividend of £3.28 per share or tender their stock for £11.60 apiece, which represents a 39% premium over the October 1 closing price. Mediclinic shareholders will own a majority stake (84% to 93%) in the combined company, which will have 73 hospitals and approximately 10,200 beds and 35 clinics. Al Noor spurned interest from rival NMC Health plc, also in Abu Dhabi. The combination of Al Noor and Mediclinic will create the biggest private healthcare provider in the UAE, and will be renamed Mediclinic International plc and listed on the London Stock Exchange.

TARGET: Bartow Regional Medical ACQUIRER: BayCare Health System Center LISTING: NYSE: CYH LISTING: Nonprofit LOCATION: Bartow, Florida CEO: Glenn Waters, EVP PHONE: 877-692-2922 UNITS: 72 (beds) 2985 Drew Street FAX: REVENUE: $ 48,592,231 (ttm, Clearwater, Florida 33759 3/31/2014) NET INCOME: $ 2,302,272 (EBITDA) WEB SITE: baycare.org

Community Health Systems, Inc. is selling the 72- BayCare Health operates 13 hospitals and hundreds of outpatient bed Bartow Regional Medical Center and its related locations throughout the Tampa Bay and central Florida regions. outpatient services. This is the second Florida Bartow Regional will be its second hospital in Polk County. hospital Community Health has sold in the past two months. It still operates 24 others in the state.

ANNOUNCEMENT DATE: October 16, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Bartow Regional Medical Center will be connected with Winter Haven Hospital and South Florida Baptist Hospital in Plant City, which anchor a continuum of broader community health services in eastern Hillsborough and Polk County. This transaction closed on December 31, 2015.

The Health Care M&A Report, 4th Quarter, 2015 95 TARGET: River Valley Health ACQUIRER: Prime Healthcare Services Partners LISTING: Nonprofit LISTING: Private LOCATION: East Liverpool, Ohio CEO: Prem Reddy PHONE: 909-235-4400 UNITS: 152 (beds) 3300 East Guasti Road FAX: REVENUE: $ 50,978,082 (ttm, Ontario, California 91761 12/31/2014) NET INCOME: $- 5,690,729 (EBITDA) WEB SITE: www.primehealthcare.com

River Valley Health Partners (RVHP) is comprised Through its nonprofit subsidiary Prime Healthcare Foundation, of The City Hospital Association, dba East Prime Healthcare Services is acquiring RVHP. Prime Healthcare Liverpool City Hospital, a 152-bed acute care Services owns 38 acute-care hospitals in 11 states. hospital, River Valley Physicians LLC and Ohio Valley Home Health Services, Inc.

ANNOUNCEMENT DATE: October 20, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

RVHP serves a population of more than 115,000 throughout the tri-state region of Ohio, West Virginia and Pennsylvania. The acquisition is expected to close in the first quarter of 2016.

TARGET: Southern Regional Medical ACQUIRER: Prime Healthcare Services Center LISTING: Nonprofit LISTING: Private LOCATION: Riverdale, Georgia CEO: Prem Reddy, MD PHONE: 909-235-4400 UNITS: 244 (beds) 3300 East Guasti Road FAX: REVENUE: $186,281,500 (ttm, 6/30/14) Ontario, California 91761 NET INCOME: $- 10,153,017 (EBITDA) WEB SITE: www.primehealthcare.com

The U.S. Bankruptcy Court for the Northern District Prime Healthcare Services and the Prime Healthcare Foundation of Georgia approved the sale of Southern Regional own and operate 38 acute care hospitals in 11 states. Medical Center (244 beds) to Prime Healthcare on October 27.

ANNOUNCEMENT DATE: October 28, 2015 PRICE: $ 51,000,000 PRICE PER UNIT: $ 209,016 TERMS: Prime has committed to at least $50 PRICE/REVENUE: .27 million in capital improvements in the PRICE/INCOME: - 5.02 hospital over the next five years, including equipment replacement, operational and emergency department improvements, and $1 million to recruit physicians. In late July, Prime Healthcare Foundation, an affiliate of Prime Healthcare Services, submitted a letter of intent to purchase most of Southern Regional's assets. Prime Healthcare Foundation will operate the hospital under a management services agreement until the sale is completed in early December.

The Health Care M&A Report, 4th Quarter, 2015 96 TARGET: Saket City Hospital Private ACQUIRER: Max Healthcare Limited LISTING: Private LISTING: Private LOCATION: New Delhi, India CEO: Rajit Mehta, MD PHONE: 91 11 2651 5050 UNITS: 230 (beds) 1,2 Press Enclave Road, Saket FAX: 91 11 2651 0050 REVENUE: New Delhi, India 110 017 NET INCOME: WEB SITE: www.maxhealthcare.in

Smart Health City Pte Ltd., the Singapore-based BK Max Healthcare now operates 12 hospitals (1,900-plus beds) in Modi Group company, which manages and operates delhi-NCR, Punjab and Uttarakhand, employing 2,100 physicians the Saket City Hospital, is selling a majority stake and 9,300 support staff. Its one of the leading hospital chains in to Max Healthcare. The hospital opened in 2013 India. with 230 operational beds and is expanding to 300 beds.

ANNOUNCEMENT DATE: October 29, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: 51% stake in Saket City Hospital. PRICE/REVENUE: PRICE/INCOME:

Max Healthcare plans to further expand this facility by 900 additional beds, bringing Saket City Hospital's total to 1,200 beds. Max Healthcare already operates Max Super Specialty Hospital-Saket, which is contiguous with Saket City Hospital. Together, the facilities will have more than 2,000 beds in Saket, which is part of New Delhi.

TARGET: 2 hospitals in North ACQUIRER: Duke LifePoint Healthcare Carolina LISTING: NYSE: THC LISTING: Private LOCATION: Hickory and Sanford, North CEO: William J. Fulkerson, PHONE: 615-920-7651 Carolina Jr. MD UNITS: 492 (total beds) 330 Seven Springs Way FAX: REVENUE: $285,612,615 (ttm, Brentwood, Tennessee 37027 5/31/2014) NET INCOME: $ 50,122,849 (EBITDA) WEB SITE: dukelifepointhealthcare.com

Tenet Healthcare Corporation is selling Central Duke LifePoint is a joint venture of Duke University Health System Carolina Hospital (137 beds) in Sanford, and Frye and LifePoint Health (NASDAQ: LPNT), which brings together Regional Medical Center (355 beds) in Hickory, as LifePoint's experience in community-based hospital management well as 19 physician practices. and Duke's leadership in clinical service.

ANNOUNCEMENT DATE: November 3, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Duke LifePoint will maintain all services currently provided at Central Carolina Hospital and Frye Regional Medical Center. Duke LifePoint operates 12 hospitals, seven of which are in North Carolina, as well as a company that offers hospital-based and mobile catheterization lab services. When the transaction is completed, Duke LifePoint will operate 14 hospitals nationwide. This transaction closed on January 4, 2016.

The Health Care M&A Report, 4th Quarter, 2015 97 TARGET: University General Hospital ACQUIRER: Foundation HealthCare, Inc.

LISTING: OTCQB: UGHS LISTING: OTCQB: FDNH LOCATION: Houston, Texas CEO: Stanton Nelson PHONE: 405-608-1700 UNITS: 69 (beds) 14000 N. Portland Ave., Ste. FAX: 200 REVENUE: $ 70,000,000 (net revenue, Oklahoma City, Oklahoma 73134 2014) NET INCOME: WEB SITE: www.fndh.com

University General Hospital (69 beds) was part of Foundation owns and operates hospitals in Texas and Oklahoma, University General Health System, which and has interests in ambulatory surgery centers in several states. On announced the closing of the facility on December a trailing 12-month basis, it generated revenue of $124.7 million, 23, 2014. UGHS filed for reorganization under EBITDA of $14.4 million and net income of $919,700. Chapter 11 on February 27, 2015.

ANNOUNCEMENT DATE: November 10, 2015 PRICE: $ 33,000,000 PRICE PER UNIT: $ 478,261 TERMS: PRICE/REVENUE: .47 PRICE/INCOME:

In documents filed with the Bankruptcy Court, UGH reported net revenues in excess of $70 million for 2014. Foundation expects this acquisition to be immediately accretive. Foundation built and manages seven ambulatory surgery centers and one surgical hospital in the Houston area. The transaction closed on December 31, 2015.

TARGET: Memorial Family of ACQUIRER: Virginia Mason Health System Services LISTING: Nonprofit LISTING: Nonprofit LOCATION: Yakima, Washington CEO: Gary S. Kaplan, MD PHONE: 888-862-2737 UNITS: 208 (beds) 1100 Ninth Avenue FAX: REVENUE: $356,061,113 (ttm, Seattle, Washington 98101 10/31/2014) NET INCOME: $ 7,369,999 (EBITDA) WEB SITE: www.virginiamason.org

Memorial Family of Services includes Yakima Virginia Mason Health System includes the 336-bed Virginia Valley Memorial Hospital, a 208-bed acute care Mason Medical Center; eight regional medical centers in the Puget community hospital, as well as primary care Sound area; a skilled nursing facility and an outpatient chronic care practices and specialty care services such as cardiac management program. care, cancer and hospice care, among others.

ANNOUNCEMENT DATE: November 11, 2015 PRICE: Merger PRICE PER UNIT: TERMS: Non-cash transaction. PRICE/REVENUE: PRICE/INCOME:

The affiliation is a non-cash transaction in which Memorial will become part of Virginia Mason Health. It will expand Virginia Mason's presence in central Washington, where it already has partnerships with Kittitas Valley Healthcare in Ellensburg and Confluence Health in Wenatchee for providing or supporting specific services. The affiliation is expected to take effect in early 2016, following FTC regulatory clearance.

The Health Care M&A Report, 4th Quarter, 2015 98 TARGET: RegionalCare Hospital ACQUIRER: Apollo Global Management, LLC Partners LISTING: Private LISTING: NYSE: APO LOCATION: Brentwood, Tennessee CEO: Joshua Harris, co- PHONE: 212-15-3200 founder UNITS: 1,027 (total beds) 9 West 57th Street, 43rd Floor FAX: REVENUE: $757,642,265 (ttm, various in New York, New York 10019 2014) NET INCOME: $ 87,788,033 (total WEB SITE: www.agm.com EBITDA)

RegionalCare Hospital Partners, a portfolio Apollo is a leading global alternative investment manager with company of Warburg Pincus, owns and operates offices around the world. It had assets under management of eight non-urban hospitals in Alabama, Arizona, approximately $162 billion as of September 30, 2015 in private Connecticut, Iowa, Montana, Ohio and Texas. equity, credit and real estate funds.

ANNOUNCEMENT DATE: November 12, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: The financials below include Sierra PRICE/REVENUE: Vista Regional Health, Sierra Vista, PRICE/INCOME: Arizona, which was replaced by Canyon Vista Medical Center in April 2015. UBS Investment Bank served as the exclusive financial advisor to RegionalCare. Willkie Farr & Gallagher LLP and Waller Lansden Dortch & Davis LLP services as RegionalCare's legal advisors. Barclays and Citi served as financial advisors to Apollo. Akin Gump Strauss Hauer & Feld LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP served as Apollo's legal advisors. This deal closed on December 11, 2015. TARGET: 5 Tenet hospitals ACQUIRER: WellStar Health System

LISTING: NYSE: THC LISTING: Nonprofit LOCATION: Atlanta MSA, Georgia CEO: Candice Saunders PHONE: 770-956-7827 UNITS: 1,004 (beds) 805 Sandy Plains Road FAX: REVENUE: $714,525,138 (ttm, Marietta, Georgia 30066 12/31/2014) NET INCOME: $ 62,687,346 (EBITDA) WEB SITE: www.wellstar.org

Tenet Healthcare is selling five Atlanta-area WellStar Health System consists of five hospitals, seven urgent care hospitals and 26 physician clinics. The hospitals are centers, 16 satellite imaging centers, one skilled nursing facility, one Atlanta Medical Center and its South Campus, adult congregate living facility and two inpatient hospices. North Fulton Hospital, Spalding Regional Hospital and Sylvan Grove Hospital.

ANNOUNCEMENT DATE: December 1, 2015 PRICE: $661,000,000 PRICE PER UNIT: $ 658,367 TERMS: $575 million upfront, plus the PRICE/REVENUE: .93 assumption of $86 million in debt PRICE/INCOME: 10.54 related to the lease of North Fulton Hospital. The Tenet hospitals included in the sale are the 466-bed Atlanta Medical Center (Atlanta), its 210-bed South Campus (East Point), the 158-bed North Fulton Hospital (Roswell), the 160-bed Spalding Regional Hospital (Griffin) and the 10-bed Sylvan Grove Hospital (Jackson). All will become not-for-profit entities following the close of the transaction, and WellStar will be the largest health system in the state of Georgia.

The Health Care M&A Report, 4th Quarter, 2015 99 TARGET: Memorial Hospital of Salem ACQUIRER: Prime Healthcare Services County LISTING: NYSE: CYH LISTING: Private LOCATION: Salem, New Jersey CEO: Prem Reddy, MD PHONE: 909-235-4400 UNITS: 126 (beds) 3300 East Guasti Road FAX: REVENUE: $ 57,964,957 (ttm, Ontario, California 91761 12/31/2014) NET INCOME: $- 17,564,136 (EBITDA) WEB SITE: www.primehealthcare.com

Community Health Systems is selling the 126-bed Prime Healthcare Foundation, the private charity arm of Prime acute-care Memorial Hospital of Salem County and Healthcare Services, has signed a definitive agreement to acquire related businesses, including physician clinic the hospital. It has $650 million in assets, all donated by Dr. Prem operations and ancillary services. Reddy and his family.

ANNOUNCEMENT DATE: December 1, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Memorial Hospital of Salem County offers emergency and medical/surgical services, including cardiopulmonary care and wound care. Community Health does not expect the divestiture to have a meaningful impact on financial operations. The transaction is expected to close in the second quarter of 2016.

TARGET: Hospital Samaritano ACQUIRER: UnitedHealth Group Inc.

LISTING: Private LISTING: NYSE: UNH LOCATION: Sao Paulo, Brazil CEO: Richard T. Burke, Sr. PHONE: 952-936-1300 UNITS: 9900 Bren Road East FAX: REVENUE: Minnetonka, Minnesota 55343 NET INCOME: WEB SITE: www.unitedhealthgroup.com

Hospital Samaritano has approximately 200 to 300 UnitedHealth is the country's largest health insurer, operating as a beds. diversified health and well-being company in the United States. On a trailing 12-month basis, it generated revenue of $146.9 billion, EBITDA of $12.5 billion and net income of $6.1 billion.

ANNOUNCEMENT DATE: December 9, 2015 PRICE: $350,000,000 Approximate PRICE PER UNIT: TERMS: The Minneapolis Star Tribune cited PRICE/REVENUE: Brazilian press reports on the PRICE/INCOME: approximate price of this transaction. Following its $4.3 billion purchase of the Brazilian health insurer/hospital operator, Amil Participacoes, in December 2012, UnitedHealth Group owns 31 hospitals in Brazil. This deal adds a 32nd hospital. UnitedHealth is committed to developing international operations as a complement to its U.S. health insurance and health services businesses.

The Health Care M&A Report, 4th Quarter, 2015 100 TARGET: Hutcheson Medical Center ACQUIRER: ValorBridge Partners

LISTING: Nonprofit LISTING: Private LOCATION: Fort Oglethorpe, Georgia CEO: Christopher Durham PHONE: 678-235-6700 UNITS: 114 (beds) 5665 New Northside Drive, Ste. FAX: 678-235-6701 550 REVENUE: $ 58,839,193 (ttm, Atlanta, Georgia 30328 9/30/2014) NET INCOME: $- 786,605 (EBITDA) WEB SITE: www.valorbridge.com

Hutcheson Medical Center filed for Chapter 11 ValorBridge Partners provides capital management through a bankruptcy protection in November 2014. The 114- holding company structure. One such company, ApolloMD, had bed acute care facility closed on December 4. It also been operating the emergency department at Hutcheson Medical included Parkside Nursing Home, which was sold Center. CEO Chris Durham also serves as president of ApolloMD. separately.

ANNOUNCEMENT DATE: December 14, 2015 PRICE: $ 4,200,000 PRICE PER UNIT: TERMS: Parkside Nursing Home and an adjacent PRICE/REVENUE: .07 children's day care center was sold to PRICE/INCOME: - 5.34 Maybrook Healthcare LLC for $7.2 million. ValorBridge Partners submitted the winning bid for Hutcheson late on December 11, 2015, topping a $4 million bid from People's Choice Hospital, a boutique company that specializes in managing struggling healthcare systems. The hospital owed more than $32 million to its creditors, primarily Erlanger Health System and Regions Bank, a three-county hospital authority and the governments of Catoosa and Walker counties. TARGET: Pocono Health System ACQUIRER: Lehigh Valley Health Network

LISTING: Nonprofit LISTING: Nonprofit LOCATION: East Stroudsburg, Pennsylvania CEO: Brian A. Nester PHONE: 610-402-8000 UNITS: 213 (beds) 1200 S. Cedar Crest Blvd. FAX: REVENUE: $252,734,471 (ttm, Allentown, Pennsylvania 18105 6/30/2014) NET INCOME: $ 37,293,635 (EBITDA) WEB SITE: www.lvhn.org

Pocono Medical Center is celebrating its 100th year Lehigh Valley Health Network (LVHN) includes five hospital in 2015. It operates the 213-bed Pocono Medical campuses, 13 health centers in five counties, over 130 primary and Center, and has collaborated with LVHN on specialty care physician practices, as well as imaging, home health services such as interventional radiology and services and lab services. radiation oncology in recent years.

ANNOUNCEMENT DATE: December 16, 2015 PRICE: Merger PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The entities signed a letter of intent to merge in May 2015, and now have an agreement for a full-asset merger. LVHN anticipates developing with PHS a new hospital, called Pocono Medical Center West in Pocono Township, as was announced in the late fall of 2014. The proposed merger is expected to take effect in the first half of 2016.

The Health Care M&A Report, 4th Quarter, 2015 101 TARGET: Silverton Health ACQUIRER: Legacy Health

LISTING: Nonprofit LISTING: Nonprofit LOCATION: Silverton, Oregon CEO: George J. Brown, PHONE: 503-415-5600 MD UNITS: 48 (beds) 1919 N.W. Lovejoy St. FAX: REVENUE: $ 99,655,696 (ttm, Portland, Oregon 97209 9/30/2014) NET INCOME: $ 2,889,498 (EBITDA) WEB SITE: www.legacyhealth.org

Silverton Health is a single-hospital system. It had Legacy Health operates six hospitals, as well as primary and urgent been holding discussions with other systems, care clinics, outpatient services and Hopewell House Hospice. particularly Providence Health & Services in Renton, Washington, with which it shared programs such as telemedicine.

ANNOUNCEMENT DATE: December 16, 2015 PRICE: $ 60,000,000 PRICE PER UNIT: $ 1,250,000 TERMS: Legacy has committed to invest more PRICE/REVENUE: .60 the $60 million over eight years to PRICE/INCOME: 20.76 support and grow programs and services at Silverton. The two parties began talks in March 2015 and signed a letter of intent to affiliate on June 10, 2015. With this definitive agreement signed, the transaction is expected to be finalized in early spring 2016. Upon closing, Silverton Hospital will be renamed Legacy Silverton Medical Center.

TARGET: Dauterive Hospital ACQUIRER: Iberia Medical Center

LISTING: Nonprofit LISTING: Nonprofit LOCATION: New Iberia, Louisiana CEO: Parker Templeton PHONE: 337-374-0441 UNITS: 79 (beds) 2315 East Main Street FAX: REVENUE: $ 37,652,750 (ttm, New Iberia, Louisiana 70560 12/31/2014) NET INCOME: $- 3,334,672 (EBITDA) WEB SITE: www.iberiamedicalcenter.com

Dauterive Hospital is a 79-bed hospital that has Iberia Medical Center is licensed for 99 aacuter-care beds, and struggled for several years. It will be closed on or accommodates medical, surgical, obstetric, pediatric and critical about December 31, 2015, and will reopen in the care patients. Its operating budget is currently about $55 million. spring of 2016.

ANNOUNCEMENT DATE: December 17, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The two organizations signed a letter of intent in October 2015. When the hospital reopens, it will be called Iberia Medical Center - North Campus and will offer short-stay and outpatient surgery, behavioral health services, inpatient rehabilitation, imaging, sleep lab services and other outpatient services.

The Health Care M&A Report, 4th Quarter, 2015 102 TARGET: WCA Hospital ACQUIRER: UPMC

LISTING: Nonprofit LISTING: Nonprofit LOCATION: Jamestown, New York CEO: Jeffrey A. Romoff PHONE: 412-647-8762 UNITS: 317 (beds) 200 Lothrop St. FAX: REVENUE: $102,155,220 (ttm, Pittsburgh, Pennsylvania 15213-2582 12/31/2014) NET INCOME: $ 8,072,923 (EBITDA) WEB SITE: www.upmc.com

WCA Hospital, formerly known as Women's UPMC (University of Pittsburgh Medical Center) has more than 20 Christian Association, is a 317-bed acute care hospitals, more than 500 doctors' offices and outpatient sites, a 2.8 facility, and the largest in southwestern New York. million-member health insurance division and international and It is the first New York State hospital to sign an commercial operations. affiliation agreement with UPMC.

ANNOUNCEMENT DATE: December 17, 2015 PRICE: $ 25,000,000 PRICE PER UNIT: $ 78,864 TERMS: UPMC has committed to invest at least PRICE/REVENUE: .24 $25 million over the next 10 years to PRICE/INCOME: 3.10 support enhancements. It has also agreed to relieve WCA's debt and cover its pension obligations. The two entities signed a strategic affiliation agreement on August 12, 2012, and WCA and UPMC Hamot, a regional referral hub in northwestern Pennsylvania, have had a long-standing collaboration. This integration is expected to be finalized in late summer of 2016.

TARGET: 2 Indiana hospitals ACQUIRER: Community Health Systems, Inc.

LISTING: Private LISTING: NYSE: CYH LOCATION: La Porte and Knox, Indiana CEO: Wayne T. Smith PHONE: 615-465-7000 UNITS: 277 (beds) 4000 Meridian Blvd. FAX: REVENUE: $188,878,000 -2014 Franklin, Tennessee 37067 NET INCOME: $ 30,368,500 (2014, WEB SITE: www.chs.net EBITDA)

Indiana University Health is selling an 80% stake in Community Health Systems provides general and specialized two of its hospitals, the 227-bed Indiana University hospital care services in the United States. On a trailing 12-month Health La Porte Hospital and the 50-bed IU Health basis, CYH generated revenue of $19.6 billion, EBITDA of $2.8 Starke Hospital in Knox. It will retain a 20% stake. billion and net income of $397 million.

ANNOUNCEMENT DATE: December 29, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Community Health Systems will operate 11 hospitals in Indiana, following this acquisition. It will provide capital and expand resources for physicain and employees to deliver better health care.

The Health Care M&A Report, 4th Quarter, 2015 103

LABORATORIES, MRI & DIALYSIS

TARGET: Viztek, LLC ACQUIRER: Konica Minolta Medical Imaging USA

LISTING: Private LISTING: OTCQB: KNCAY LOCATION: Garner, North Carolina CEO: David Widmann PHONE: 973-633-1500 UNITS: 411 Newark Pompton Turnpike FAX: REVENUE: Wayne, New Jersey 07470 NET INCOME: WEB SITE: www.konicaminolta.com

Viztek is a leading provider of complete digital Konica Minolta Medical Imaging, a subsidiary of Konica Minolta, software and hardware imaging solutions. It focuses on primary imaging, digital radiography, ultrasound, recently introduced its Exa platform for PACS, RIS healthcare IT and services. and EHR systems.

ANNOUNCEMENT DATE: October 1, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Viztek’s strong presence and customer loyalty complements Konica Minolta’s customer base and healthcare solutions lineup across hospitals, outpatient clinics, imaging centers and teleradiology. As part of the acquisition, 20/20 Imaging LLC, the partner company of Viztek LLC, will also become an autonomous subsidiary of Konica Minolta. The acquisition was completed on October 1, 2015.

TARGET: DNA Diagnostics Center ACQUIRER: GHO Capital Partners LLP

LISTING: Private LISTING: Private LOCATION: Fairfield, Ohio CEO: Mike Mortimer, PHONE: +44 20 3700 7440 Executive Partner UNITS: 44 Davies Street FAX: REVENUE: London, United Kingdom W1K 5JA NET INCOME: WEB SITE: ghocapital.com

DDC is one of the largest DNA testing companies Global Healthcare Opportunities, or GHO Capital, was founded in in the world, offering comprehensive DNA testing 2014 as a specialist healthcare investment adviser based in London. services for paternity and other family relationships, forensics, cell line authentication, and ancestry. DDC is a portfolio company of MTS Health Investors, LLC.

ANNOUNCEMENT DATE: October 13, 2015 PRICE: $118,201,200 Approximate PRICE PER UNIT: TERMS: Total transaction value of €104 million. PRICE/REVENUE: PRICE/INCOME:

This is GHO Capital's first acquisition since its founding in 2014, when it raised an initial €400 million fund. Deloitte LLP provided corporate finance debt advisory services to GHO Capital and Goldman Sachs Specialty Lending Group provided debt financing for the transaction. Ropes & Gray LLP provided legal advice to GHO Capital. Robert W. Baird & Co served as the financial advisor to DDC and MTS. Hogan Lovells provided legal counsel to DDC and MTS. The transaction closed on October 13, 2015.

The Health Care M&A Report, 4th Quarter, 2015 107 TARGET: Olea Medical SA ACQUIRER: Toshiba Medical Systems Corporation

LISTING: Private LISTING: Private LOCATION: La Ciotat, France CEO: Toshio Takiguchi PHONE: 0287-26-6211 UNITS: 1385, Shimoishigami, Otawara- FAX: 0287-26-6050 shi REVENUE: Tochigi, Japan 324-8550 NET INCOME: WEB SITE: toshibamedicalsystems.com

Olea Medical designs and markets medical imaging Toshiba Medical Systems, a subsidiary of Toshiba Corporation, is a applications that significantly improve diagnostic leading providers of medical diagnostic imaging systems and processes and treatment evaluation. comprehensive medical solutions, such as CT, X-ray and vascular, ultrasound, nuclear medicine and MRI systems.

ANNOUNCEMENT DATE: October 13, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition enables Toshiba to accelerate the growth of its MRI business and offer new clinical added value to healthcare providers by leveraging Olea's cutting-edge software technology for advanced post-processing and image analysis, as well as its broad relationships with the world's key research institutions and customers.

TARGET: DMS Health Technologies, ACQUIRER: Digirad Corporation Inc. LISTING: Private LISTING: NASDAQ: DRAD LOCATION: Fargo, North Dakota CEO: Matthew G. Molchan PHONE: 858-726-1600 UNITS: 1048 Industrial Court, Ste. E FAX: 858-726-1700 REVENUE: $ 65,000,000 (est., 2014) Suwanee, Georgia 30024 NET INCOME: WEB SITE: www.digirad.com

Platinum Equity, a Los Angeles-based private Digirad provides diagnostic solutions through its two segments, equity firm, is selling Project Rendezvous Holding Diagnostic Services and Diagnostic Imaging. On a trailing 12- Corp., the ultimate parent of DMS Health month basis, it generated revenue of $57.4 million, EBITDA of $5.9 Technologies, Inc. DMS provides mobile diagnostic million and net income of $3.6 million. imaging and related services to small and regional hospitals.

ANNOUNCEMENT DATE: October 14, 2015 PRICE: $ 36,000,000 PRICE PER UNIT: TERMS: Cash. PRICE/REVENUE: .55 PRICE/INCOME:

Once the acquisition is complete, Digirad expects the consolidated Digirad entity to generate pro forma annual revenue and adjusted EBITDA of over $125 million and $17 million, respectively. The transaction is expected to close in the fourth quarter of 2015.

The Health Care M&A Report, 4th Quarter, 2015 108 TARGET: Clarient, Inc. ACQUIRER: NeoGenomics, Inc.

LISTING: NYSE: GE LISTING: NASDAQ: NEO LOCATION: Aliso Viejo, California CEO: Douglas M. VanOort PHONE: 239-768-0600 UNITS: 12701 Commonwealth Dr, Ste. 9 FAX: 239-690-4237 REVENUE: $127,000,000 (2014, Fort Myers, Florida 33913 approx.) NET INCOME: $ 13,000,000 (EBITDA) WEB SITE: www.neogenomics.org

GE Healthcare is selling Clarient, Inc. and its NeoGenomics, together with its subsidiary, NeoGenomics wholly owned subsidiary Clarient Diagnostic Laboratories, Inc., operates a network of cancer-focused testing labs Services, Inc., provides comprehensive cancer providing genetic and molecular services. On a trailing 12-month diagnostic testing to hospitals, physicians and the basis, it generated revenue of $95.6 million, and EBITDA of $7.6 pharmaceutical industry. million.

ANNOUNCEMENT DATE: October 21, 2015 PRICE: $275,200,000 PRICE PER UNIT: TERMS: $80 million in cash, $110 million in PRICE/REVENUE: 2.17 preferred stock at $7.50 per share, and PRICE/INCOME: 21.17 15 million shares of NEO common stock ($85.2 million, based on the prior- day closing price of $5.68 per share). GE Healthcare will own 32% of NEO. The acquisition will allow NeoGenomics to broaden its offering of cancer diagnostic tests to hospitals and physicians across the country, and to accelerate its growth in the global market for pharmaceutical clinical trials and reach. In addition, NeoGenomics and GE Healthcare have agreed to collaborate on a new bioinformatics initiative that combines their shared interest in precision oncology. This transaction is expected to close in the fourth quarter of 2015.

TARGET: CliniSys Group Ltd. ACQUIRER: Roper Technologies Inc.

LISTING: Private LISTING: NYSE: ROP LOCATION: Chertsy, Surrey, United Kingdom CEO: Brian D. Jellison PHONE: 941-556-2601 UNITS: 6901 Professional Pkwy. East, FAX: Ste. 200 REVENUE: Sarasota, Florida 34240 NET INCOME: WEB SITE: www.roperind.com

CliniSys is one of the largest European suppliers of Roper Technologies designs and develops software and solutions laboratory information systems, providing clinical for healthcare, transportation, food, energy and other industries. On laboratory and order communication systems to a trailing 12-month basis, it generated revenue of $3.6 billion, more than 2,000 laboratories in 34 counties. EBITDA of $1.2 billion and net income of $673.4 million.

ANNOUNCEMENT DATE: October 26, 2015 PRICE: $261,100,000 PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition was announced concurrently with Roper's acquisition of Atlas Medical. The two acquisitions will be combined with Roper subsidiaries, Sunquest Information Systems and Data Innovations, and will expand Roper's portfolio of companies focused on diagnostic solutions, adding capabilities that support clinical testing processes and connectivity to systems, instruments and providers across the world.

The Health Care M&A Report, 4th Quarter, 2015 109 TARGET: Pacific Cancer Institute ACQUIRER: Alliance Oncology

LISTING: Private LISTING: NASDAQ: AIQ LOCATION: Maui, Hawaii CEO: Greg Spurlock, PHONE: 615-263-7888 President UNITS: 1801 West End Avenue, Suite FAX: 700 REVENUE: $ 6,300,000 Projected 2015 Nashville, Tennessee 37203 NET INCOME: WEB SITE: www.allianceoncology.com

PCI is focused on radiation oncology treatments. As Alliance Oncology is a division of Alliance HealthCare Services, a the only radiation therapy provider on the island of leading national provider of outsourced healthcare services. Maui, PCI delivers care utilizing a state-of-the-art Alliance Oncology is the nationwide leader in radiosurgery TrueBeam STx System, offering both conventional programs and patient satisfaction. radiation therapy and stereotactic radiosurgery.

ANNOUNCEMENT DATE: October 28, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Alliance Oncology will acquire a 95% PRICE/REVENUE: controlling interest in Pacific Cancer PRICE/INCOME: Institute. Alliance Oncology believes PCI will be a strategic partner to further expand its footprint, while adding value to Alliance Oncology’s vast network of physicians and physicists. The PCI facility includes a full radiation therapy team: radiation oncologists, medical physicists, nurses, and radiation therapists who work with patients to develop customized cancer treatment plans and will continue treating patients throughout the acquisition. The transaction is expected to close in the fourth quarter of 2015.

TARGET: Consultants in Laboratory ACQUIRER: Aurora Diagnostics Medicine LISTING: Private LISTING: Private LOCATION: Toledo, Ohio CEO: Daniel D. Crowley PHONE: 866-420-5512 UNITS: 11025 RCA Center Drive, Suite FAX: 561-626-4530 300 REVENUE: Palm Beach Gardens, Florida 33410 NET INCOME: WEB SITE: www.auroradx.com

Consultants in Laboratory Medicine of Greater Aurora Diagnostics is the leading independent specialized Toledo, Inc. is a hospital-based practice providing laboratory company focused on anatomic pathology at 25 locations anatomic laboratory medicine professional in the United States. pathology services to 11 hospitals in Michigan and Ohio.

ANNOUNCEMENT DATE: October 29, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition gives Aurora a strong presence in the northwest Ohio market, where there is great potential to provide exceptional inpatient and outpatient pathology services. Aurora’s entry into northwest Ohio is also beneficial because of its proximity to Detroit, Mich., where Aurora Diagnostics operates Pinkus Laboratories, a renowned full-service dermatopathology laboratory.

The Health Care M&A Report, 4th Quarter, 2015 110 TARGET: Clinical Laboratory ACQUIRER: Quest Diagnostics Inc. Partners LISTING: Nonprofit LISTING: NYSE: DGX LOCATION: Hartford, Connecticut CEO: Stephen H. PHONE: 973-520-2700 Rusckowski UNITS: 3 Giralda Farms FAX: REVENUE: Madison, New Jersey 07940 NET INCOME: WEB SITE: www.questdiagnostics.com

Clinical Laboratory Partners is a wholly owned Quest Diagnostics provides diagnostic testing information services subsidiary of Hartford HealthCare, which has five in the United States and internationally. On a trailing 12-month hospitals in Connecticut. Its hospital-based labs and basis, it generated revenue of $7.5 billion, EBITDA of $1.5 billion inpatient and outpatient services are not included in and net income of $703.0 million. the transaction.

ANNOUNCEMENT DATE: November 10, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

HHC and CLP have collaborated with Quest since CLP's formation in 1998, with Quest providing reference testing for CLP and HHC's five hospitals. CLP will transition lab testing now provided by its lab in Newington to Quest's rapid-response clinical labs in Stratford, Torrington, and Wallingford, Connecticut, and full-service, state-of-the-art clinical laboratory in Marlborough, Mass. The acquisition also includes several CLP patient service centers and other select assets. This transaction is expected to close early in 2016.

TARGET: Oncotest GmbH ACQUIRER: Charles River Laboratories International, Inc.

LISTING: Private LISTING: NYSE: CRL LOCATION: Freiburg, Germany CEO: James C. Foster PHONE: 781-222-6000 UNITS: 251 Ballardvale Street FAX: 978-988-5665 REVENUE: Wilmington, Massachusetts 01887 NET INCOME: WEB SITE: www.criver.com

Oncotest GmbH is a contract research organization Charles River Laboratories International, Inc. is a global, early- (CRO) providing discovery services for oncology. stage contract research company. On a trailing 12-month basis, it Oncotest offers an integrated portfolio of target generated revenue of $1.34 billion, EBITDA of $305.9 million and discovery and validation services for preclinical net income of $145.5 million. oncology researchers.

ANNOUNCEMENT DATE: November 18, 2015 PRICE: $ 36,000,000 Approximate PRICE PER UNIT: TERMS: The purchase price was approximately PRICE/REVENUE: €34 million in cash. The transaction PRICE/INCOME: includes a potential additional payment of €2 million based on future performance. In 2016, Oncotest is expected to represent approximately 1% of Charles River’s consolidated revenue and be neutral to slightly accretive to non-GAAP earnings per share. Oncotest has become part of Charles River’s In Vivo Discovery business, which is reported in the Discovery and Safety Assessment segment.

The Health Care M&A Report, 4th Quarter, 2015 111 TARGET: LGC Group ACQUIRER: KKR & Co. L.P.

LISTING: Private LISTING: NYSE: KKR LOCATION: Teddington, Middlesex, United CEO: George R. Roberts PHONE: 212-750-8300 Kingdom UNITS: 9 West 57th Street, Ste. 4200 FAX: REVENUE: $337,818,508 -2015 New York, New York 10019 NET INCOME: WEB SITE: www.kkr.com

LCG, a portfolio company of Bridgepoint, is an KKR is a private equity and real estate firm specializing in direct international life sciences measurement and testing and fund investments. On a trailing 12-month basis, it generated company that provides services such as DNA revenue of $6.52 billion and net income of $455.6 million. sequencing, paternity and drug/alcohol testing. It has employees in 22 countries.

ANNOUNCEMENT DATE: December 8, 2015 PRICE: $989,085,487 Approximate PRICE PER UNIT: TERMS: £650 million, reported by Healthcare PRICE/REVENUE: 2.93 Business International. PRICE/INCOME:

Under Bridgepoint, LCG has grown rapidly over the past five years through the acquisition of 12 related companies and revenue growth from £130 million in 2010 to £222 million ($337,818,508) in 2015. With KKR's support, management plans to continue to build global leadership positions within their chosen markets, with a particular focus on the United States and Asia.

TARGET: Pathology, Inc. ACQUIRER: Laboratory Corp. of America

LISTING: Private LISTING: NYSE: LH LOCATION: Torrance, California CEO: David P. King PHONE: 336-229-1127 UNITS: 358 South Main Street FAX: REVENUE: Burlington, North Carolina 27215 NET INCOME: WEB SITE: www.labcorp.com

Pathology, Inc. is a full-service independent Laboratory Cop. Of America Holdings (LabCorp) operates as an women's health laboratory, providing expertise in independent clinical laboratory company worldwide. On a trailing reproductive FDA donor testing as well as 12-month basis, it generated revenue of $7.8 billion, EBITDA of anatomic, molecular and digital pathology services. $1.6 billion and net income of $442.2 million.

ANNOUNCEMENT DATE: December 10, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

LabCorp is acquiring substantially all of the operating assets of Pathology, Inc., including patient service centers, used to conduct its medical testing and services business. The transaction is expected to close in the first quarter of 2016, after which Pathology, Inc. will cease operations.

The Health Care M&A Report, 4th Quarter, 2015 112 TARGET: Whitehouse Laboratories ACQUIRER: Albany Molecular Research Inc.

LISTING: Private LISTING: NASDAQ: AMRI LOCATION: Lebanon, New Jersey CEO: William S. Marth PHONE: 518-512-2000 UNITS: 26 Corporate Circle FAX: 518-512-2020 REVENUE: $ 11,000,000 (est. 2015) Albany, New York 12203 NET INCOME: $ 6,000,000 (adj. EBITDA, WEB SITE: www.amriglobal.com 2015)

Whitehouse Laboratories provides testing services Albany Molecular Research (AMRI), a contract research and that include chemical and material analysis, method manufacturing company, provides integrated drug discovery, development and validation and quality control development and manufacturing services. On a trailing 12-month verification services to the pharmaceutical, medical basis, it generated revenue of $362.5 million and EBITDA of $44.3 device and personal care industries. million.

ANNOUNCEMENT DATE: December 15, 2015 PRICE: $ 54,000,000 PRICE PER UNIT: TERMS: Cash, and an additional $2 million in PRICE/REVENUE: 4.91 shares of AMRI common stock PRICE/INCOME: 9.00 contingent upon Whitehouse Labs achieving certain 2015 targets. Whitehouse Labs offers a comprehensive array of testing solutions for life sciences companies. It will continue to operate independently within AMRI's DDS segment. The transaction is expected to be accretive in 2016 to AMRI's non-GAAP diluted earnings per share. It was signed and closed simultaneously.

TARGET: Community Portable X-Ray, ACQUIRER: Schryver Medical LLC Inc. LISTING: Private LISTING: Private LOCATION: Plano, Texas. CEO: Doug Goetz PHONE: 800-638-3240 UNITS: 12075 East 45th St., Ste. 600 FAX: REVENUE: Denver, Colorado 80239 NET INCOME: WEB SITE: www.schryvermedical.com

Community Portable X-Ray provides mobile x-ray Schryver Medical Sales and Marketing, LLC is a portfolio company and other imaging services to long-term health care of Revelstoke Capital Partners. Schryver is a JCAHO accredited facilities, home care, psychiatric hospitals, industrial provider of mobile imaging diagnostics, clinical lab services, sites, dialysis centers and athletic teams. oxygen therapy and durable medical equipment rental.

ANNOUNCEMENT DATE: December 23, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Besides its base in Plano, Community Portable X-Ray also has locations in Fort Worth, Houston and San Antonio. This acquisition, and another announced concurrently for MetroStat Clinical Laboratory, Inc., marks Schryver's entry in to the Texas market. Perkins Coie LLP and Winston & Strawn LLP served as legal counsel to Schryver. The transaction closed on December 28.

The Health Care M&A Report, 4th Quarter, 2015 113 TARGET: MetroStat Clinical ACQUIRER: Schryver Medical LLC Laboratory, Inc. LISTING: Private LISTING: Private LOCATION: Garland, Texas CEO: Doug Goetz PHONE: 800-638-3240 UNITS: 12075 East 45th Ave., Ste. 600 FAX: REVENUE: Denver, Colorado 80239 NET INCOME: WEB SITE: www.schryvermedical.com

MetroStat Clinical Laboratory, Inc. and MetroStat Schryver Medical Sales and Marketing, LLC is a portfolio company Diagnostic Services, Inc. (collectively MetroStat) of Revelstoke Capital Partners. Schryver is a JCAHO accredited are being acquired. The company provides clinical provider of mobile imaging diagnostics, clinical lab services, laboratory services, mobile x-ray and other mobile oxygen therapy and durable medical equipment rental. imaging services in Texas.

ANNOUNCEMENT DATE: December 23, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

MetroStat provides digital ultrasound and EKG teleradiology equipment that allow its technologists to obtain the best images for interpretation by its radiologists. Its clinical laboratory and in-house microbiology system now use hospital-grade lab equipment. This transaction, announced concurrently with Community Protable X-Ray, marks Schryver's entry in to the Texas market. Perkins Coie LLP and Winston & Strawn LLP served as legal counsel to Schryver. The transaction closed on December 28.

TARGET: US Lithotripsy, LP ACQUIRER: United Medical Systems, Inc.

LISTING: Private LISTING: Private LOCATION: Irving, Texas CEO: Jorgen Madsen PHONE: 800-516-9425 UNITS: 1700 West Park Drive FAX: 508-870-0682 REVENUE: Westborough, Massachusetts 01581 NET INCOME: WEB SITE: www.ums-usa.com

USMD Health Systems has sold US Lithotripsy LP, United Medical Systems, a portfolio company of New State Capital and its affiliates. US Lithotripsy is a provider of Partners, provides turnkey mobile lithotripsy, laser and stereotactic lithotripsy services. It operates in Arizona, breast biopsy services to patients at 850 healthcare facilities in the Arkansas, Colorado, Missouri, Oklahoma and U.S., Canada and Latin America. Texas. US Lithotripsy performs over 12,000 ESWL procedures annually.

ANNOUNCEMENT DATE: December 29, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

US Lithotripsy will add more than 100 hospitals, ambulatory surgical centers and other sites of service in the southwestern United States to UMS’ mobile lithotripsy customer base.

The Health Care M&A Report, 4th Quarter, 2015 114

LONG-TERM CARE

TARGET: Empire Crossing Retirement ACQUIRER: Extendicare Inc. Community LISTING: Private LISTING: TSX: EXE LOCATION: Port Hope, Ontario CEO: Timothy L. Lukenda PHONE: (905) 470-4000 UNITS: 64 3000 Steeles Ave. East, Ste. FAX: 700 REVENUE: Markham, Ontario L3R 9W2 NET INCOME: $ 1,060,764 (stabilized est. WEB SITE: www.extendicare.com EBITDA)

This newly built independent living/assisted living Extendicare is one of North America’s largest long-term care community opened in May 2015. The property also providers with 251 senior care centers. In Canada, Extendicare features excess land that provides to option to operates 95 senior care facilities and is also a major provider of double the community's size. Nautical Lands home health care in Ontario through its ParaMed Home Health Care Group, a private developer, is the owner. division.

ANNOUNCEMENT DATE: October 1, 2015 PRICE: $ 15,418,082 PRICE PER UNIT: $ 240,908 TERMS: CAD$20.2 million. PRICE/REVENUE: PRICE/INCOME: 14.53

The vendor provided Extendicare with 24-months occupancy support of up to CAD$1.3 million, which will be held back from the CAD$20.2 million purchase price on closing and released back to Extendicare during the lease-up period based on an agreed-upon formula. The transaction features a stabilized NOI yield estimated at 6.88%. Extendicare will initially pay the purchase price in cash, with the intention to finance up to 65% within a year.

TARGET: Arcadian Cove ACQUIRER: American Realty Capital Healthcare Trust-II

LISTING: Private LISTING: Private LOCATION: Richmond, Kentucky CEO: Tom D'Arcy PHONE: 212-415-6500 UNITS: 49 405 Park Avenue, 15th Fl. FAX: REVENUE: $ 1,400,000 (approximate) New York, New York 10022 NET INCOME: $ 426,000 (EBITDA) WEB SITE: www.americanrealtycap.com

Built in 2009, the 34,446-square foot assisted living ARC Healthcare Trust-II is the second healthcare REIT that has community was 95% occupied. This is the only been sponsored by the sponsor, and is part of the American Realty seniors housing asset of the owner, a small Capital family of companies and non-traded REITs. investment group based on the West Coast. The community was operated by a local individual.

ANNOUNCEMENT DATE: October 2, 2015 PRICE: $ 4,775,000 PRICE PER UNIT: $ 97,449 TERMS: PRICE/REVENUE: 3.41 PRICE/INCOME: 11.21

Meridian Senior Living will operate the community with a 7.65% lease yield. Senturian Senior Housing Brokerage represented the seller in the transaction, which closed in September 2015.

The Health Care M&A Report, 4th Quarter, 2015 117 TARGET: Skilled nursing facility ACQUIRER: In-state buyer

LISTING: Private LISTING: Private LOCATION: Sevierville, Tennessee CEO: PHONE: UNITS: 149 (beds) FAX: REVENUE: Tennessee NET INCOME: WEB SITE:

The skilled nursing facility, owned by a local The in-state buyer will partner with Grace Management to run the owner/operator, was 60% occupied and in need of facility. substantial differed maintenance. It was built in 1979.

ANNOUNCEMENT DATE: October 2, 2015 PRICE: $ 5,700,000 PRICE PER UNIT: $ 38,255 TERMS: PRICE/REVENUE: PRICE/INCOME:

Senturian Senior Housing Brokerage represented the seller in the transaction, which closed at the end of May 2015.

TARGET: Aegis Living portfolio ACQUIRER: Welltower Inc.

LISTING: Private LISTING: NYSE: HCN LOCATION: Seattle, Washington CEO: Thomas J. DeRosa PHONE: 419-247-2800 UNITS: 161 4500 Dorr Street FAX: 419-247-2826 REVENUE: $ 11,486,000 (2014) Toledo, Ohio 43615 NET INCOME: $ 3,393,000 (2014 WEB SITE: www.welltower.com EBITDA)

All located in the Seattle area, the three assisted Welltower, formerly Health Care REIT, is one of the largest living/memory care communities are owned and diversified healthcare REITs in the country and invests in both operated by Aegis Living. Average occupancy is seniors housing and healthcare real estate. It owns more than 1,300 84%. There are 75 AL units and 86 MC units, built properties in almost every state in the country, plus Canada and the between 1976 and 1995, with extensive remodels UK. between 2003 and 2007.

ANNOUNCEMENT DATE: October 6, 2015 PRICE: $ 58,500,000 PRICE PER UNIT: $ 363,354 TERMS: PRICE/REVENUE: 5.09 PRICE/INCOME: 17.24

The portfolio consists of 111,879 total square feet. Welltower will bring in Sunrise Senior Living to operate the communities and improve cash flow by focusing on higher-acuity AL and adding more memory care. This acquisition expands Welltower's relationship with Sunrise Senior Living, and the properties will be put in the REIT's operating portfolio. Marcus & Millichap handled the transaction, which closed in September 2015.

The Health Care M&A Report, 4th Quarter, 2015 118 TARGET: Eden Villa ACQUIRER: The Solana Company

LISTING: Private LISTING: Private LOCATION: Castro Valley, California CEO: PHONE: 858-259-5591 UNITS: 61 201 Lomas Santa Fe Dr., Ste. FAX: 450 REVENUE: $ 2,524,000 (adjusted Solana Beach, California 92075 2014) NET INCOME: $ 600,000 (adj. EBITDA WEB SITE: www.solstarinvetsments.com 2014)

Built in 1987 by a local family, the assisted living The Solana Company originates and manages direct investments in community features 72 beds in 61 units, but it is senior living properties and hotels, through its subsidiaries, Solana licensed for 92 residents. Occupancy was about Senior Living and Solana Hospitality. 94%.

ANNOUNCEMENT DATE: October 6, 2015 PRICE: $ 8,000,000 PRICE PER UNIT: $ 131,148 TERMS: PRICE/REVENUE: 3.17 PRICE/INCOME: 13.33

The purchase was financed by a $5.2 million loan from Far East National Bank. The buyer plans to convert a portion of the property to a secured memory care facility. Twelve AL units will be converted to memory care, which will add approximately 20 memory care beds. Northstar Senior Living will manage the community. Marcus & Millichap represented the seller in the transaction, which closed on September 16.

TARGET: Keiro Senior HealthCare ACQUIRER: Pacifica Companies LLC portfolio LISTING: Nonprofit LISTING: Private LOCATION: Los Angeles, California CEO: Deepak Israni PHONE: 619-296-9000 UNITS: 615 (beds/units) 1785 Hancock Street, Ste. 20 FAX: 619-296-9090 REVENUE: San Diego, California 92110 NET INCOME: WEB SITE: www.pacificacompanies.com

Included in the purchase are a 300-bed skilled Pacifica Companies is a real estate company that owns hotels and nursing facility in Lincoln Heights, a 98-bed SNF in housing in the U.S., Mexico and India, and also operates 55 senior Gardena, a 127-unit assisted living community in care communities in 14 states. Boyle Heights and a 90-bed intermediate care facility on the Boyle Heights campus. Overall occupancy is 94.5%.

ANNOUNCEMENT DATE: October 6, 2015 PRICE: $ 41,000,000 PRICE PER UNIT: $ 66,667 TERMS: PRICE/REVENUE: PRICE/INCOME:

Keiro Senior Healthcare is a not-for-profit that was founded in 1961 and provides culturally sensitive programs to the aging Japanese-American community. The staff, food, décor and management are Japanese-based, and the properties have been well maintained. Keiro Senior Healthcare will use the proceeds of the sale to expand its program educating Japanese Americans about aging. The conditions of the deal are contigent on approval by the Attorney General, which rejected a previous acquisition attempt by The Ensign Group.

The Health Care M&A Report, 4th Quarter, 2015 119 TARGET: Courtside Cottages ACQUIRER: Pacifica Companies

LISTING: Private LISTING: Private LOCATION: Vacaville, California CEO: Deepak Israni PHONE: 619-296-9000 UNITS: 75 1785 Hancock Street, Ste. 20 FAX: 619-296-9090 REVENUE: $ 8,135,839 (in-place) San Diego, California 92110 NET INCOME: $ 612,375 (in-place WEB SITE: www.pacificacompanies.com EBITDA)

Courtside Cottages is a stand-alone memory care Pacifica Companies is a private real estate investment company that community that is 93% occupied. A local buys and manages a wide variety of real estate, including seniors partnership owns the property, bringing on the housing, residential, hospitality, multifamily, office and retail. management arm of a non-profit to third-party manage.

ANNOUNCEMENT DATE: October 7, 2015 PRICE: $ 10,650,000 PRICE PER UNIT: $ 142,000 TERMS: PRICE/REVENUE: 1.31 PRICE/INCOME: 17.39

The property was a former AREI property. The partners had un-TIC'ed" themselves and held on to the property through the Great Recession. Pacifica should be able to greatly improve on margins. Marcus & Millichap handled the transaction

TARGET: Ramsey Woods ACQUIRER: American Realty Capital Healthcare Trust-II

LISTING: Private LISTING: Private LOCATION: Cudahy, Wisconsin CEO: Tom D'Arcy PHONE: 212-415-6500 UNITS: 29 405 Park Avenue, 15th Fl. FAX: REVENUE: $ 1,900,000 (approximate) New York, New York 10022 NET INCOME: $ 570,000 (approx. WEB SITE: www.americanrealtycap.com EBITDA)

Built in 1995, Ramsey Woods is a 29-unit assisted ARC Healthcare Trust-II is the third healthcare REIT that has been living community that is licensed for 33 beds. sponsored by the sponsor, and is part of the American Realty Occupancy is 100%, of which 80% is private pay. Capital family of companies and non-traded REITs. The site is approved for 60 units. It is owned by a small investor group and operated by Meridian Senior Living.

ANNOUNCEMENT DATE: October 7, 2015 PRICE: $ 6,000,000 Approximate PRICE PER UNIT: $ 206,897 TERMS: PRICE/REVENUE: 3.16 PRICE/INCOME: 10.53

After acquiring the community in September 2014, the owner spent $350,000 in renovations and nearly doubled the value of the property. Occupancy is at 100%, with a consistently full wait list. The building has 16,075 square feet, and there is room for the buyer to expand to 60 units. Meridian will continue as operator at the community. The transaction closed on October 1.

The Health Care M&A Report, 4th Quarter, 2015 120 TARGET: Manorcare Health Services ACQUIRER: Haven Health Group

LISTING: Private LISTING: Private LOCATION: Tucson, Arizona CEO: PHONE: 801-296-5100 UNITS: 118 (beds) 1355 S. Higley Road, Suite 111 FAX: REVENUE: $ 8,500,000 (approximate) Gilbert, Arizona 85296 NET INCOME: WEB SITE: http://havenhg.com/

Operated by HCR ManorCare, this skilled nursing Haven Health Group operates 10 skilled nursing and rehab facilities facility features 118 beds. It was built in 1988 with throughout the state of Arizona. 45,000 square feet, and occupancy was about 75%. It was operating just above breakeven. It will be renamed Haven of Tucson.

ANNOUNCEMENT DATE: October 8, 2015 PRICE: $ 8,500,000 Approximate PRICE PER UNIT: $ 72,034 TERMS: Just the operations. PRICE/REVENUE: 1.00 PRICE/INCOME:

Congressional Bank closed a $4 million revolving line of credit with a three-year term in connection with the acquisition. Because Haven Health won’t be able to bill and collect under the old operator provider agreements, the line was structured to allow for unbilled accounts receivables during the transition process. Houlihan Lokey has been representing the sellers, HCP, Inc. and HCR ManorCare, in a series of sales, and this transaction closed on November 1.

TARGET: 2 skilled nursing facilities ACQUIRER: Private investor

LISTING: Public LISTING: Private LOCATION: Houston & Mesquite, Texas CEO: PHONE: UNITS: 309 (beds) FAX: REVENUE: $ 12,500,000 (annualized) NET INCOME: $ 500,000 (tr. 12 months WEB SITE: EBITDA)

Built in 1970, the 160-bed Houston facility has 143 The private investor has a national presence as a skilled nursing dually certified beds. Built in 1977, the 149-bed landord. Mesquite facility includes 138 dually certified beds. Combined occupancy at the two skilled nursing facilities was 75% with a 15% quality mix.

ANNOUNCEMENT DATE: October 12, 2015 PRICE: $ 10,000,000 PRICE PER UNIT: $ 32,362 TERMS: PRICE/REVENUE: .80 PRICE/INCOME: 20.00

The seller was a publicly traded healthcare REIT that had leased the two facilities to a third party operator. Concord Healthcare Group will now operate the facilities for the buyer. There are a total of 85,591 square feet. Blueprint Healthcare Real Estate Advisors handled the tranasction, which closed on October 1.

The Health Care M&A Report, 4th Quarter, 2015 121 TARGET: 2 skilled nursing facilities ACQUIRER: Private skilled nursing company

LISTING: Nonprofit LISTING: Private LOCATION: Amsterdam/Castleton-on-Hudson, CEO: PHONE: New York UNITS: 200 (beds) FAX: REVENUE: New York NET INCOME: WEB SITE:

The two skilled nursing facilities include the 120- The buyer is a private New York-based company that operates other bed Capstone Center for Rehabilitation and Nursing skilled nursing facilities in the state. in Amsterdam, and the 80-bed Riverside Center for Rehabilitation and Nursing in Castleton-on-Hudson.

ANNOUNCEMENT DATE: October 13, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The seller was a Chicago, Illinois-based not-for-profit Catholic health care organization. Healthcare Transactions Group represented the seller in the sale, which closed on October 1.

TARGET: John J. Foley Skilled ACQUIRER: Brookhaven Memorial Hospital Nursing Facility LISTING: Nonprofit LISTING: Nonprofit LOCATION: Yaphank, New York CEO: Richard T. Margulis PHONE: 631-654-7100 UNITS: 264 (beds) 101 Hospital Road FAX: REVENUE: Patchogue, New York 11772 NET INCOME: WEB SITE: www.brookhavenhospital.org/

Owned by Suffolk County, the skilled nursing The not-for-profit 306-bed acute-care hospital is part of a facility opened in 1995 and was named after the late multidisciplinary, multicampus healthcare complex. county legislator John J. Foley.

ANNOUNCEMENT DATE: October 15, 2015 PRICE: $ 15,000,000 PRICE PER UNIT: $ 56,818 TERMS: PRICE/REVENUE: PRICE/INCOME:

The facility had been losing money for years, prompting the sale by the county. A private operator made a $20 million offer in July 2015, but withdrew it when county legislators pledged support of the sale to the nonprofit hospital. Brookhaven plans to use the facility to provide outpatient services, such as dialysis, Medicaid assisted living, pediatric services, adult day care and drug rehabilitation. The Foley name will remain on the building. Closing is not expected until 2016.

The Health Care M&A Report, 4th Quarter, 2015 122 TARGET: Pavilion at Queens ACQUIRER: Long-term care operator

LISTING: Private LISTING: Private LOCATION: Flushing, New York CEO: PHONE: UNITS: 302 (beds) FAX: REVENUE: New York NET INCOME: WEB SITE:

The 302-bed skilled nursing facility also features a A New York-based long-term care operator. Dialysis Center and 20 certified Medicaid bed ventilator units.

ANNOUNCEMENT DATE: October 16, 2015 PRICE: $ 46,900,000 Approximate PRICE PER UNIT: $ 155,298 TERMS: PRICE/REVENUE: PRICE/INCOME:

To help facilitate the acquisition, Contemporary Healthcare Capital provided a $7 million mezzanine loan to the buyer, which will also help fund working capital and closing costs. The transaction closed on September 3.

TARGET: Morton County Senior ACQUIRER: Regional operator Communities LISTING: Private LISTING: Private LOCATION: Elkhart, Kansas CEO: PHONE: UNITS: 103 (beds) FAX: REVENUE: Colorado NET INCOME: WEB SITE:

This is a 103-bed skilled nursing/assisted living The buyer is a Colorado-based seniors housing and long-term care facility. operator.

ANNOUNCEMENT DATE: October 19, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

To facilitate the acquisition, Contemporary Healthcare Capital provided a $1.5 million senior mortgage loan, which will also fund capital expenditures, working capital and closing costs. The transaction closed on October 16.

The Health Care M&A Report, 4th Quarter, 2015 123 TARGET: Spring Creek Village ACQUIRER: Joint venture

LISTING: Private LISTING: Private LOCATION: Spring, Texas CEO: PHONE: UNITS: 108 FAX: REVENUE: NET INCOME: WEB SITE:

Built in 2013, the assisted living/memory care A joint venture between Harrison Street Real Estate Capital and community features 60 AL units and 48 MC units Bridgewood Property Company. with 85,000 square feet. It is just 50% occupied. SRP Medical is the owner and also built it.

ANNOUNCEMENT DATE: October 26, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Recently built by SRP Medical, which wanted to capitalize on the strong seller's market, the community changed operators a year after it opened, causing some marketing and occupancy issues. The joint venture will bring in Retirement Center Management, a wholly owned subsidiary of Bridgewood, to operate. Greystone Real Estate Advisors handled the transaction, which closed in September.

TARGET: Wesley Enhanced Living of ACQUIRER: Local operator Brodheadsville LISTING: Nonprofit LISTING: Private LOCATION: Brodheadsville, Pennsylvania CEO: PHONE: UNITS: 25 FAX: REVENUE: $ 990,482 Pennsylvania NET INCOME: $- 268,458 (EBITDA) WEB SITE:

Sitting on 16 acres, this assisted living/memory care The buyer is a local operator with other communities nearby. community was built in 1975. There are also four independent living units in a separate house on the property. It was owned by a non-profit entity with other larger communities in the state. Occupancy was 82%.

ANNOUNCEMENT DATE: October 27, 2015 PRICE: $ 500,000 PRICE PER UNIT: $ 20,000 TERMS: PRICE/REVENUE: .50 PRICE/INCOME: - 1.86

The main building offers 10 memory care units on the first floor and 11 assisted living units on the second. Monthly rates range from $1,854-$2,472 for AL and $2,885-$2,915 for MC. Most of the residents were private pay, with some SSI and VA. This was the seller's smallest community, and it was losing money. The buyer will invest capex into the community in order to attract more memory care residents, increase census and cut unnecessary expenses. Senior Living Investment Brokerage handled the transaction, which closed on March 31.

The Health Care M&A Report, 4th Quarter, 2015 124 TARGET: 5 retirement communities ACQUIRER: Chartwell Retirement Residences

LISTING: Private LISTING: TSX: CSH.UN LOCATION: Various, Ontario CEO: Brent Binions PHONE: 905-501-9219 UNITS: 616 100 Milverton Drive, Ste. 700 FAX: 905-501-0813 REVENUE: Mississauga, Ontario L5R 4H1 NET INCOME: WEB SITE: www.chartwellreit.com

The independent living communities contain a total Chartwell Retirement Residences is a REIT that owns and manages of 616 units. They were opened between 2008 and over 180 senior living properties in Canada. It is one of the largest 2013 and had an average occupancy of 89.1%. Four owners/operators in North America. of the properties have an assisted living component, with 93 total units.

ANNOUNCEMENT DATE: October 29, 2015 PRICE: $192,890,000 PRICE PER UNIT: $ 313,133 TERMS: There is a total of $39.7 million in PRICE/REVENUE: assumed mortgages. A portion of the PRICE/INCOME: price will be Chartwell issuing to one of the vendors $11.4 million of Exchangeable Class B Units of Chartwell Master Care LP. Chartwell acquired these properties from five separate groups of sellers. Two communities will initially be owned by two limited partnerships in which sellers' affiliates will retain interests. Signature Retirement Living Corp., an affiliate of the sellers, will continue to manage these properties until end of year 2018 under contract with Chartwell. Then, it will acquire the sellers' remaining interests and assume management. Chartwell expects to fund the acquisition with available cash and its credit facility. The transaction is expected to close in November 2015.

TARGET: Ark Twin Valley Personal ACQUIRER: Akron Management LLC Care Home LISTING: Private LISTING: LOCATION: Delmont, Pennsylvania CEO: PHONE: UNITS: 37 FAX: REVENUE: $ 1,800,000 (pro forma) NET INCOME: $ 300,000 (est. pro forma WEB SITE: EBITDA)

Ark Twin Valley PCH was built in 1967 and remodeled in 1998, and it is licensed for 70 beds. Occupancy was 65% (45 residents), and there are a total of 20,000 square feet in the building. Delmont is located 25 miles east of Pittsburgh.

ANNOUNCEMENT DATE: October 29, 2015 PRICE: $ 2,400,000 PRICE PER UNIT: $ 64,865 TERMS: PRICE/REVENUE: 1.33 PRICE/INCOME: 8.00

In 2014, the facility was operating just above breakeven on $1.22 million of revenues. The pro forma figures above are based on 80% occupancy. Marcus & Millichap represented the seller, a private regional owner, in the transaction, which closed on October 29.

The Health Care M&A Report, 4th Quarter, 2015 125 TARGET: Geraldine L. Thompson ACQUIRER: Preferred Care Holdings LLC Care Center LISTING: Nonprofit LISTING: Private LOCATION: Wall Township, New Jersey CEO: PHONE: 609-882-6900 UNITS: 135 (beds) 1201 Parkway Avenue FAX: REVENUE: Ewing, New Jersey 08628 NET INCOME: WEB SITE:

Owned by the County of Monomouth, the skilled Preferred Care is a skilled nursing provider, with has provided nursing facility has 135 beds. It has been serving the skilled nursing services at its location in Ewing since 2004. infirm and elderly since the mid-1920s.

ANNOUNCEMENT DATE: October 29, 2015 PRICE: $ 15,000,000 PRICE PER UNIT: $ 111,111 TERMS: PRICE/REVENUE: PRICE/INCOME:

Simultaneously, the county also sold its 174-bed skilled nursing facility in Freehold to Allaire Healthcare Group. Marcus & Millichap handled the transaction, which closed on December 31.

TARGET: John L. Montgomery Care ACQUIRER: Allaire Healthcare Group Center LISTING: Nonprofit LISTING: Private LOCATION: Freehold, New Jersey CEO: PHONE: UNITS: 174 (beds) FAX: REVENUE: Lakewood, New Jersey NET INCOME: WEB SITE:

The 174-bed skilled nursing facility is owned by the County of Monomouth.

ANNOUNCEMENT DATE: October 29, 2015 PRICE: $ 17,400,000 PRICE PER UNIT: $ 100,000 TERMS: PRICE/REVENUE: PRICE/INCOME:

Simultaneously, the county also sold its 135-bed skilled nursing facility in Wall Township to Preferred Care Holdings. Marcus & Millichap handled the transaction, which closed on December 31.

The Health Care M&A Report, 4th Quarter, 2015 126 TARGET: Traditions Senior Living & ACQUIRER: Non-traded REIT Memory Care LISTING: Private LISTING: LOCATION: Sherman, Texas CEO: PHONE: UNITS: 49 FAX: REVENUE: $ 1,800,000 (2014 annualized) NET INCOME: WEB SITE:

Traditions Senior Living & Memory Care is an assisted living community with 28 assisted living units (96% occupied) and 21 memory care units (100% occupied). It was built in 1982 and renovated in 2011, and it has 38,400 square feet.

ANNOUNCEMENT DATE: October 29, 2015 PRICE: $ 5,200,000 PRICE PER UNIT: $ 106,122 TERMS: PRICE/REVENUE: 2.89 PRICE/INCOME:

With occupancy running close to 100%, it may be likely that monthly rates are below market and the buyer will be able to push rents higher. Marcus & Millichap represented the seller, a regional owner/operator/developer, in the transaction, which closed on October 15.

TARGET: Viera Manor ACQUIRER: Oxford Capital Group

LISTING: Private LISTING: Private LOCATION: Viera, Florida CEO: John W. Rutledge PHONE: 312-755-9500 UNITS: 86 350 W. Hubbard, Suite 440 FAX: 312-755-9510 REVENUE: Chicago, Illinois 60654 NET INCOME: WEB SITE: http://www.oxford-capital.com/

Viera Manor is an 86-unit/100-bed assisted living A national real estate investment, development and management community located on the campus of the Viera firm focused on the hospitality and seniors housing sectors, Oxford Veterans Administration Outpatient Clinic. Viera is completed this acquisition with joint venture partner, AEW Capital a master-planned community of over 16,000 Management. residents adjacent to the city of Melbourne.

ANNOUNCEMENT DATE: October 29, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Oxford led the venture including AEW Capital Management to acquire the community. The partners also have plans to develop a 51-unit memory care community adjacent to the existing community.

The Health Care M&A Report, 4th Quarter, 2015 127 TARGET: Warren Haven Nursing ACQUIRER: WH Holdings Home LISTING: Nonprofit LISTING: LOCATION: Oxford, New Jersey CEO: PHONE: UNITS: 180 (beds) FAX: REVENUE: $ 14,200,000 (pro forma) NET INCOME: $ 1,750,000 (pro forma WEB SITE: EBITDA)

Warren Haven is a 180-bed skilled nursing facility that was owned by the County of Warren. It was built in 1952 with an addition in the 1980s. It is on 32.2 acres and has a total of 94,403 square feet. Occupancy was 73% with a 15% quality mix. It was losing money.

ANNOUNCEMENT DATE: October 29, 2015 PRICE: $ 15,600,000 PRICE PER UNIT: $ 86,667 TERMS: PRICE/REVENUE: 1.10 PRICE/INCOME: 8.91

The facility has 12 private rooms and 84 semi-private rooms. The Medicaid census was about 85%, with 13% private pay and 1.5% Medicare. In 2014, the facility lost $4.4 million on revenues of $11.13 million because of high labor costs and low occupancy. The buyer will most likely change the wages and benefits and focus on increasing the Medicare census to achieve the pro forma results posted above. Marcus & Millichap represented the seller in the transaction, which closed on September 3.

TARGET: 3 seniors housing properties ACQUIRER: Welltower Inc.

LISTING: Private LISTING: NYSE: HCN LOCATION: West Virginia and, Pennsylvania CEO: Thomas J. DeRosa PHONE: 419-247-2800 UNITS: 387 4500 Dorr Street FAX: 419-247-2826 REVENUE: Toledo, Ohio 43615 NET INCOME: $ 6,750,000 (est. stabilized WEB SITE: www.welltower.com EBITDA)

The three communities are located in Fayetteville, Welltower, formerly Health Care REIT, is one of the largest Pennsylvania (219 units), Marietta, Pennsylvania diversified healthcare REITs in the country and invests in both (70 units) and Ona, West Virginia (98 units). They seniors housing and healthcare real estate. It owns more than 1,300 are operated by Passage Healthcare. properties in almost every state in the country, plus Canada and the UK.

ANNOUNCEMENT DATE: October 30, 2015 PRICE: $ 67,000,000 PRICE PER UNIT: $ 173,127 TERMS: PRICE/REVENUE: PRICE/INCOME: 9.93

Passage Healthcare is a new operating partner of Welltower, and these communities will be in a new 15-year master lease with a corporate guarantee. The initial lease yield is 7.75% with 3.0% annual escalators. The properties are expected to have a 1.3x stabilized lease coverage ratio after management fee. This transaction closed in the third quarter. Passage Healthcare's management team includes Bill Lasky, former CEO of Alterra Healthcare, and Andy Turner, founder and former CEO of Sun Healthcare Group.

The Health Care M&A Report, 4th Quarter, 2015 128 TARGET: 3 seniors housing properties ACQUIRER: Welltower Inc.

LISTING: Private LISTING: NYSE: HCN LOCATION: Utah and, Colorado CEO: Thomas J. DeRosa PHONE: 419-247-2800 UNITS: 461 4500 Dorr Street FAX: 419-247-2826 REVENUE: $ 23,800,000 (estimated) Toledo, Ohio 43615 NET INCOME: $ 10,230,000 (est. stabilized WEB SITE: www.welltower.com EBITDA)

The three seniors housing communities are located Welltower, formerly Health Care REIT, is one of the largest in Colorado Springs, Colorado (171 units), Fort diversified healthcare REITs in the country and invests in both Collins, Colorado (147 units) and Orem, Utah (143 seniors housing and healthcare real estate. It owns more than 1,300 units). Orem is in the Provo, Utah MSA. They are properties in almost every state in the country, plus Canada and the operated by Leasure Care. UK.

ANNOUNCEMENT DATE: October 30, 2015 PRICE: $155,000,000 PRICE PER UNIT: $ 336,226 TERMS: Sale/Leaseback PRICE/REVENUE: 6.51 PRICE/INCOME: 15.15

Leasure Care is a new operating partner of Welltower, so the three properties are in a new master lease with a corporate guarantee. The initial lease yield is 6.0% with 3.0% annual escalators. The properties are expected to have a 1.1x stabilized lease coverage ratio after management fee. This transaction closed in the third quarter.

TARGET: Post-acute campus ACQUIRER: Welltower Inc.

LISTING: NYSE: GEN LISTING: NYSE: HCN LOCATION: North Cape May, New Jersey CEO: Thomas J. DeRosa PHONE: 419-247-2800 UNITS: 191 (beds and units) 4500 Dorr Street FAX: 419-247-2826 REVENUE: Toledo, Ohio 43615 NET INCOME: $ 1,700,000 (est. EBITDA) WEB SITE: www.welltower.com

The campus includes a 120-bed licensed skilled Welltower, formerly Health Care REIT, is one of the largest nursing facility and an adjacent 71-unit assisted diversified healthcare REITs in the country and invests in both living community. Genesis Healthcare is the seniors housing and healthcare real estate. It owns more than 1,300 operator. properties in almost every state in the country, plus Canada and the UK.

ANNOUNCEMENT DATE: October 30, 2015 PRICE: $ 15,000,000 PRICE PER UNIT: $ 78,534 TERMS: Sale/leaseback PRICE/REVENUE: PRICE/INCOME: 8.82

The properties were added to the Genesis master lease, which has a corporate guarantee and expires in 2032. The initial yield is 9.0% with 3.0% annual escalators. This purchase and leaseback closed in the third quarter. Since the initial $2.4 billion sale/leaseback completed in 2011, there have been $931 million follow-on pro rata investments with Genesis.

The Health Care M&A Report, 4th Quarter, 2015 129 TARGET: Post-acute facility ACQUIRER: Welltower Inc.

LISTING: Private LISTING: NYSE: HCN LOCATION: Bloomington, Indiana CEO: Thomas J. DeRosa PHONE: 419-247-2800 UNITS: 93 (beds) 4500 Dorr Street FAX: 419-247-2826 REVENUE: Toledo, Ohio 43615 NET INCOME: $ 1,750,000 (est. pro forma WEB SITE: www.welltower.com EBITDA)

Mainstreet developed this 93-bed post-acute Welltower, formerly Health Care REIT, is one of the largest facility, and construction was completed in the diversified healthcare REITs in the country and invests in both second quarter of 2015. It is operated by Louisville, seniors housing and healthcare real estate. It owns more than 1,300 Kentucky-based Trilogy Health Services. properties in almost every state in the country, plus Canada and the UK.

ANNOUNCEMENT DATE: October 30, 2015 PRICE: $ 18,000,000 PRICE PER UNIT: $ 193,548 TERMS: PRICE/REVENUE: PRICE/INCOME: 10.29

The property was acquired from Mainstreet pursuant to the 17-property pipeline agreement announced in August 2014. The initial lease yield is 7.5% and will escalate annually by the greater of 2.5% or the CPI. The transaction closed in the third quarter. Since closing its initial $5.7 million sale/leaseback in 2002, Welltower has completed $271 million of follow-on pro rata investments with Trilogy.

TARGET: Post-acute facility ACQUIRER: Welltower Inc.

LISTING: Private LISTING: NYSE: HCN LOCATION: Dyer, Indiana CEO: Thomas J. DeRosa PHONE: 419-247-2800 UNITS: 130 (beds) 4500 Dorr Street FAX: 419-247-2826 REVENUE: Toledo, Ohio 43615 NET INCOME: $ 2,700,000 (est. pro forma WEB SITE: www.welltower.com EBITDA)

This 130-bed post-acute facility opened in the Welltower, formerly Health Care REIT, is one of the largest second quarter of 2015 and was developed by diversified healthcare REITs in the country and invests in both Mainstreet. It has primarily skilled nursing beds. seniors housing and healthcare real estate. It owns more than 1,300 Chicago-based Symphony Post Acute Network is properties in almost every state in the country, plus Canada and the the operator. Dyer is in the Chicago MSA. UK.

ANNOUNCEMENT DATE: October 30, 2015 PRICE: $ 27,000,000 PRICE PER UNIT: $ 207,692 TERMS: PRICE/REVENUE: PRICE/INCOME: 10.00

The property was acquired from Mainstreet pursuant to the 17-property pipeline agreement announced in August 2014. Symphony will lease the property for 15 years with an initial lease yield of 7.5% and average annual escalators of 2.65%. The transaction closed in the third quarter. This is the second follow-on acquisition with Symphony since the initial $21 million sale/leaseback in 2015.

The Health Care M&A Report, 4th Quarter, 2015 130 TARGET: Seniors housing property ACQUIRER: Welltower Inc.

LISTING: Private LISTING: NYSE: HCN LOCATION: Murphy, Texas CEO: Thomas J. DeRosa PHONE: 419-247-2800 UNITS: 78 4500 Dorr Street FAX: 419-247-2826 REVENUE: Toledo, Ohio 43615 NET INCOME: $ 1,400,000 (est. EBITDA) WEB SITE: www.welltower.com

This 78-unit all-private pay seniors housing Welltower, formerly Health Care REIT, is one of the largest community opened in 2012. It is operated by Sagora diversified healthcare REITs in the country and invests in both Senior Living. seniors housing and healthcare real estate. It owns more than 1,300 properties in almost every state in the country, plus Canada and the UK.

ANNOUNCEMENT DATE: October 30, 2015 PRICE: $ 21,000,000 PRICE PER UNIT: $ 269,231 TERMS: PRICE/REVENUE: PRICE/INCOME: 15.00

This property was added to an existing master lease with Sagora Senior Living, which has a corporate guarentee and expires in 2031. The initial lease yield is 6.0% and will escalate annually by the greater of 3.0% or the CPI. This transaction closed in the third quarter. Since the first $9 million sale/leaseback with Sagora in 2010, Welltower has completed $332 million of follow-on pro rata investments.

TARGET: 2 skilled nursing facilities ACQUIRER: Omega Healthcare Investors, Inc.

LISTING: Private LISTING: NYSE: OHI LOCATION: Various, Florida CEO: C. Taylor Pickett PHONE: 410-427-1700 UNITS: 260 (beds) 200 International Circle, Ste. FAX: 410-427-8800 3500 REVENUE: Hunt Valley, Maryland 21030 NET INCOME: WEB SITE: www.omegahealthcare.com

The two skilled nursing facilities have a combined Omega Healthcare Investors is a REIT that owns or holds 260 operating beds. mortgages on more than 800 skilled nursing facilities, assisted living facilities and other specialty hospitals operated by more than 80 third-party operating companies.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: $ 32,000,000 PRICE PER UNIT: $ 123,077 TERMS: Sale/leaseback PRICE/REVENUE: PRICE/INCOME:

The two skilled nursing facilities were added to an existing operator's Master lease with an initial cash yield of 9%. The transaction closed on September 29.

The Health Care M&A Report, 4th Quarter, 2015 131 TARGET: 2 skilled nursing facilities ACQUIRER: The Ensign Group, Inc.

LISTING: Private LISTING: NASDAQ: ENSG LOCATION: Chandler and Scottsdale, Arizona CEO: Christopher PHONE: 949-487-9500 Christensen UNITS: 225 (beds) 27101 Puerta Real, Ste. 450 FAX: 949-487-9400 REVENUE: Mission Viejo, California 92691 NET INCOME: WEB SITE: www.ensigngroup.net

Chandler Post Acute and Rehabilitation is a 120- The Ensign Group operates skilled nursing and assisted living bed skilled nursing facility located in Chandler, facilities in western states, as well as home health and hospice Arizona. Shea Post Acute Rehabilitation Center is a agencies. In 2014, it spun off many of its real estate assets into a 105-bed skilled nursing facility located in publicly traded REIT. Scottsdale. Combined occupancy was 79%.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: For operations only. PRICE/REVENUE: PRICE/INCOME:

The acquisition of the operations and the commencement of a new long-term lease were effective November 1. The transaction will be mildly accretive to earnings in 2016. On the same day, Ensign purchased a skilled nursing facility in California and one in South Carolina.

TARGET: Carrington of St. Charles ACQUIRER: Owner/operator Place LISTING: Private LISTING: Private LOCATION: St. Charles, Missouri CEO: PHONE: UNITS: 234 FAX: REVENUE: $ 8,525,000 Chicago, Illinois NET INCOME: $ 963,000 (annualized WEB SITE: EBITDA)

Carrington is a CCRC with 138 independent living The Chicago-based owner/operator teamed up with an investor units, 32 memory care units, 27 assisted living units based in Missouri to complete this acquisition. and 66 skilled nursing beds. It was originally built in 1977, with expansions in 2011 and 2013. There is a total of 208,257 square feet. Overall occupancy was 76%.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: $ 17,000,000 PRICE PER UNIT: $ 72,650 TERMS: PRICE/REVENUE: 1.99 PRICE/INCOME: 17.65

There are four buildings on the campus. Most of the reason for the low occupancy was because the independent living units were at just 51% occupancy. Increasing the IL occupancy to 80% would increase revenues by $1.0 million with a significant part of that contributing to a higher annual EBITDA. Marcus & Millichap represented the seller in the transaction, which closed on October 30.

The Health Care M&A Report, 4th Quarter, 2015 132 TARGET: Cornerstone at Longwood ACQUIRER: Madison Realty Companies

LISTING: Private LISTING: Private LOCATION: Longwood, Florida CEO: Gary Langendoen PHONE: 626-796-8700 UNITS: 80 3452 East Foothill Blvd., FAX: Ste.200 REVENUE: $ 2,936,000 Pasadena, California 91107 NET INCOME: $ 799,000 (EBITDA) WEB SITE: www.madisonrealtycompanies.com

Cornerstone is an assisted living community with Madison Realty was founded 20 years ago and it invests in income- 63 AL units and 17 units for Alzheimer's and producing properties throughout the U.S. It has another community dementia care. It was originally built in 1965 with in Punta Gorda, Florida. The community was purchased by substantial renovations over the years. Occupany Longwood Seniors Living Acquisitions, LP. was 90%, and there are 32,968 square feet on the 1.62 acre site.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: $ 9,400,000 PRICE PER UNIT: $ 117,500 TERMS: PRICE/REVENUE: 3.20 PRICE/INCOME: 11.76

The seller, Pacor, Inc., purchased the property in 2008 and completely remodeled it, starting with the Alzheimer's unit and then the remaining 70 assisted living units. In addition to the standard license, the facility also provides Assistive Care Services and has an Assisted Living Waiver with Medicaid services. The facility is licensed for 112 beds. Collier's International's Seniors Housing Group represented the seller in the transaction, which closed on October 21.

TARGET: Medicalodges Herington ACQUIRER: Birchwood Health Care Properties

LISTING: Private LISTING: Private LOCATION: Herington, Kansas CEO: Isaac Dole PHONE: 312-724-8950 UNITS: 59 (beds) PO Box 476903 FAX: REVENUE: $ 2,315,000 Chicago, Illinois 60647 NET INCOME: $ 270,000 (EBITDA) WEB SITE: www.birchwoodhcp.com

Medicalodges Herington is a 45-bed skilled nursing Birchwood is a private real estate investor specializing in senior facility with 14 residential care beds. It was care facilities. They do not operate the facilities, but use third-party originally built in 1965 with expansions in 1974 and managers. 1998. There are 36,940 square feet, and occupancy was 78% in the SNF and 93% in the RCF.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: $ 2,100,000 PRICE PER UNIT: $ 35,593 TERMS: PRICE/REVENUE: .91 PRICE/INCOME: 7.78

This was one of three acquisitions by Birchwood this month in Kansas. They plan to hire New Paradigm Solutions, based in Manhattan, Kansas, to operate the facilities. A few years ago, the facility was decertified from 58 skilled beds to 45 beds. It is the only facility in Herington and the closest competitor is 25 miles away. The seller was a large regional operator based in Kansas, but this was a portfolio outlier. Senior Living Investment Brokerage handled the transaction, which closed on October 30.

The Health Care M&A Report, 4th Quarter, 2015 133 TARGET: Memory care community ACQUIRER: LTC Properties, Inc.

LISTING: Private LISTING: NYSE: LTC LOCATION: Florida CEO: Wendy L. Simpson PHONE: 805-981-8655 UNITS: 60 2829 Townsgate Rd., Suite 350 FAX: 805-981-8663 REVENUE: Westlake Village, California 91361 NET INCOME: WEB SITE: www.ltcproperties.com

The 60-unit memory care community was newly LTC Properties is a self-administered real estate investment trust constructed. that invests primarily in long-term care and other health care-related facilities through lease transactions, mortgage loans and other investments.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: $ 14,300,000 PRICE PER UNIT: $ 238,333 TERMS: PRICE/REVENUE: PRICE/INCOME:

Concurrent with the purchase, LTC entered into a triple net lease with an affiliate of Clarity Pointe at an initial lease yield of 8.0% with annual escalators of 2.5%. The lease also provides the lessee a $300,000 contingent earn- out payment upon the property achieving a sustainable stipulated rent coverage ratio. The transaction closed in the third quarter.

TARGET: Millennium Post Acute ACQUIRER: The Ensign Group, Inc. Rehabilitation LISTING: Private LISTING: NASDAQ: ENSG LOCATION: West Columbia, South Carolina CEO: Christopher PHONE: 949-487-9500 Christensen UNITS: 125 (beds) 27101 Puerta Real, Ste. 450 FAX: 949-487-9400 REVENUE: Mission Viejo, California 92691 NET INCOME: WEB SITE: www.ensigngroup.net

Millennium Post Acute is a 125-bed skilled nursing The Ensign Group operates skilled nursing and assisted living facility with an occupancy rate of approximately facilities in western states, as well as home health and hospice 78%. The acquisition was for the real estate and agencies. In 2014, it spun off many of its real estate assets into a operations. publicly traded REIT.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This is Ensign's first acquisition on the East Coast. The acquisition, which closed effective November 1, is expected to be mildly accretive to earnings in 2016. On the same day, Ensign also purchased a skilled nursing facility in California and the operations of two other SNFs in Arizona.

The Health Care M&A Report, 4th Quarter, 2015 134 TARGET: Skilled nursing facility ACQUIRER: Diversicare Healthcare Services, Inc.

LISTING: Private LISTING: NASDAQ: DVCR LOCATION: Fulton, Kentucky CEO: Kelly J. Gill PHONE: 615-771-7575 UNITS: 60 (beds) 1621 Galleria Boulevard FAX: 615-771-7409 REVENUE: $ 3,500,000 (approx. first Brentwood, Tennessee 37027 year) NET INCOME: WEB SITE: www.dvcr.com

This skilled nursing facility has been renamed Diversicare provides long-term care services to patients in 55 Diversicare of Fulton. skilled nursing and seniors housing centers containing 6,560 licensed beds.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: $ 3,900,000 PRICE PER UNIT: $ 65,000 TERMS: PRICE/REVENUE: 1.11 PRICE/INCOME:

The acquisition fits well with Diversicare's geographic footprint and will be added to its portfolio of owned properties. The transaction closed effective November 1.

TARGET: Somerset Subacute and ACQUIRER: The Ensign Group, Inc. Rehabilitation LISTING: Private LISTING: NASDAQ: ENSG LOCATION: El Cajon, California CEO: Christopher PHONE: 949-487-9500 Christensen UNITS: 46 (beds) 27101 Puerta Real, Ste. 450 FAX: 949-487-9400 REVENUE: Mission Viejo, California 92691 NET INCOME: WEB SITE: www.ensigngroup.net

Somerset is a 46-bed skilled nursing facility that The Ensign Group operates skilled nursing and assisted living Ensign had been operating under a long-term lease facilities in western states, as well as home health and hospice since December 2014. agencies. In 2014, it spun off many of its real estate assets into a publicly traded REIT.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This transaction closed on November 1, 2015. Ensign closed on two other purchases the same day: two skilled nursing facilities in Arizona and one in South Carolina.

The Health Care M&A Report, 4th Quarter, 2015 135 TARGET: Windsor Estates ACQUIRER: Birchwood Health Care Properties

LISTING: Private LISTING: Private LOCATION: Salina, Kansas CEO: Isaac Dole PHONE: 312-724-8950 UNITS: 45 (beds) PO Box 476903 FAX: REVENUE: $ 2,853,000 Chicago, Illinois 60647 NET INCOME: $ 239,000 (EBITDA) WEB SITE: www.birchwoodhcp.com

This 45-bed skilled nursing facility was built in Birchwood is a private real estate investor specializing in senior 1965 and 1980 and has 17,903 square feet. care facilities. They do not operate the facilities, but use third-party Occupancy was 97.8%. It is adjacent to an managers. independent living community owned by the seller, and this will be leased to the buyer with a purchase option in three years.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: $ 2,200,000 PRICE PER UNIT: $ 48,889 TERMS: PRICE/REVENUE: .77 PRICE/INCOME: 9.21

This was one of three acquisitions by Birchwood this month in Kansas. They plan to hire New Paradigm Solutions, based in Manhattan, Kansas, to operate the facilities. Senior Living Investment Brokerage handled the transaction, which closed on October 30.

TARGET: College Hill Nursing and ACQUIRER: Birchwood Health Care Properties Rehab LISTING: Private LISTING: Private LOCATION: Wichita, Kansas CEO: Isaac Dole PHONE: 312-724-8950 UNITS: 96 (beds) PO Box 476903 FAX: REVENUE: $ 3,164,000 Chicago, Illinois 60647 NET INCOME: WEB SITE: www.birchwoodhcp.com

College Hill Nursing and Rehab was built in 1968. Birchwood is a private real estate investor specializing in senior It has 32,882 square feet on a 2.36-acre site. care facilities. They do not operate the facilities, but use third-party Occupancy was 67%, with a 92% Medicaid census, managers. 6% Medicare and 2% private pay. It was losing more than $600,000 per year.

ANNOUNCEMENT DATE: November 3, 2015 PRICE: $ 1,250,000 PRICE PER UNIT: $ 13,021 TERMS: PRICE/REVENUE: .40 PRICE/INCOME:

This will be a difficult turnaround situation, but at least it is in a major MSA in Kansas. The buyer will hire a regional operating company to take over management, and they plan to invest capital in the physical plant to improve on occupancy and quality mix. Senior Living Investment Brokerage represented the seller, a private owner/operator, in the transaction, which closed on October 30. This was Birchwood's third acquisition in Kansas in October.

The Health Care M&A Report, 4th Quarter, 2015 136 TARGET: 11 skilled nursing facilities ACQUIRER: Mainstreet

LISTING: Private LISTING: Private LOCATION: Chicago MSA, Illinois CEO: Zeke Turner PHONE: 855-885-7702 UNITS: 2,477 (beds) 14390 Clay Terrace Blvd, Ste. FAX: 317-582-6201 205 REVENUE: $200,000,000 Carmel, Indiana 46032 NET INCOME: $ 34,000,000 (est. 2016 WEB SITE: www.mainstreetinvestment.com EBITDA)

Symphony Post Acute Network sold 11 skilled Mainstreet is a national company specializing in real estate nursing facilities in the Chicago market and will be development, value investments and health care. It is the nation’s leasing them back from Mainstreet. Occupancy is largest developer of transitional care properties, and has received about 90.5% with a census quality mix of about several awards for architecture and design. 25%.

ANNOUNCEMENT DATE: November 4, 2015 PRICE: $302,500,000 PRICE PER UNIT: $ 122,124 TERMS: Sale/leaseback PRICE/REVENUE: 1.51 PRICE/INCOME: 8.90

The sale represents almost half of Symphony's portfolio of 26 facilities with more than 5,200 licensed beds. The initial lease yield is 8.0% with a 1.4x lease coverage ratio in 2016. The sale was prompted by the owners' interest in simplifying its investor base for the next generation of family members. Heavenrich & Company represented the seller in the transaction, which closed on October 30. One facility will close in February 2016.

TARGET: 2 senior living communities ACQUIRER: CNL Healthcare Properties, Inc.

LISTING: Private LISTING: Private LOCATION: Illinois &, New Mexico CEO: Stephen H. Maudlin PHONE: 407-650-1000 UNITS: 250 450 South Orange Avenue FAX: REVENUE: Orlando, Florida 32801 NET INCOME: WEB SITE: cnlhealthcareproperties.com

Developed by Spectrum Retirement Communities in CNL Healthcare Properties is a private REIT that focuses on 2013-14, there is an 86-unit assisted living/memory acquiring properties in the seniors housing and healthcare sectors. care community in Lake Zurich, Illinois, and a 164- Its portfolio now includes 127 assets in 29 states with a value of unit independent living/AL/MC community in approximately $2.5 billion. Albuquerque. Combined occupancy is 96%.

ANNOUNCEMENT DATE: November 4, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Spectrum will retain management at these communities.

The Health Care M&A Report, 4th Quarter, 2015 137 TARGET: 4 assisted living ACQUIRER: Summit Healthcare REIT, Inc. communities LISTING: Private LISTING: Private LOCATION: Green Bay and Appleton, CEO: Kent Eikanas PHONE: 800-978-8136 Wisconsin UNITS: 125 4676 Commercial Street, #167 FAX: REVENUE: Lake Forest, California 97302 NET INCOME: $ 1,600,000 (EBITDAR, WEB SITE: www.summithealthcarereit.com annualized)

Known as the Cottage Living Portfolio, the four Formerly known as Cornerstone Core Properties REIT, Summit is a communities featured both assisted living and publicly registered, non-traded REIT focused on investing in seniors memory care services. Occupancy was 92% at the housing real estate. It has a portfolio of 25 long-term triple-net time of the sale. They are owned by Cambridge leased healthcare facilities. Investment and Finance Company.

ANNOUNCEMENT DATE: November 5, 2015 PRICE: $ 18,400,000 PRICE PER UNIT: $ 147,200 TERMS: PRICE/REVENUE: PRICE/INCOME: 11.50

Cambridge Investment and Finance Company bought these properties in 2007 for $5.8 million, or $45,800 per unit. Summit triple-net leased the communities for a 12-year term to an affiliate of Compass Senior Living, which is headquartered in Oregon and operates another property for Summit. Blueprint Healthcare Real Estate Advisors handled the transaction, which closed on November 2.

TARGET: Kindred Hallmark ACQUIRER: Regional owner/operator

LISTING: NYSE: VTR LISTING: Private LOCATION: New Bedford, Massachusetts CEO: PHONE: UNITS: 107 (beds) FAX: REVENUE: $ 6,784,000 (ttm, 11/30/15) NET INCOME: $- 217,000 (EBITDA) WEB SITE:

Owned by a publicly traded REIT, the 28,812- The buyer is looking to expand their regional footprint in the square foot skilled nursing facility was built in 1974 Northeast. and significantly renovated in 1997. It is 81.9% occupied with a 27.4% quality mix. It is operated by Kindred Healthcare.

ANNOUNCEMENT DATE: November 5, 2015 PRICE: $ 3,210,000 PRICE PER UNIT: $ 30,000 TERMS: PRICE/REVENUE: .47 PRICE/INCOME: - 14.79

Both the occupancy and quality mix dipped in the last couple of years, with the facility losing money as of 2014. There is one private room, along with 12 semi-privates, 22 three-bed units and 4 four-bed rooms, for a total of 39 units. The seller, a publicly traded REIT, decided to strategically divest several non-core assets. Blueprint Healthcare Real Estate Advisors handled the transaction, which closed on November 2.

The Health Care M&A Report, 4th Quarter, 2015 138 TARGET: Companions Specialized ACQUIRER: Owner/operator Care Center LISTING: Public LISTING: Private LOCATION: Tulsa, Oklahoma CEO: PHONE: UNITS: 102 (beds) FAX: REVENUE: Oklahoma NET INCOME: $- 500,000 (annual, WEB SITE: EBITDA)

Built in 1971, with renovations in 1990 and 2011, The buyer is a small Oklahoma-based operator. the skilled nursing facility was purchased by a publicly traded company in 2012. Occupancy is just 60%, with over 83% Medicaid, 14% Medicare, 1% private pay and 2% managed care. There are 33,301 square feet.

ANNOUNCEMENT DATE: November 6, 2015 PRICE: $ 3,500,000 PRICE PER UNIT: $ 34,314 TERMS: PRICE/REVENUE: PRICE/INCOME: - 7.00

This facility had been mismanaged ever since being purchased in 2012 by the publicly traded owner. The deal was under letter of intent in the fall of 2014 for $4.75 million, but the facility had survey trouble, resulting in an admittance ban and denial of payment. Occupancy was at 60% before that. This is one of the last buildings operated by the seller. Senior Living Investment Brokerage handled the transaction, which closed on October 30.

TARGET: Assisted living community ACQUIRER: Meridian Senior Living

LISTING: Private LISTING: Private LOCATION: Racine, Wisconsin CEO: Charles Trafzger PHONE: 828-322-5535 UNITS: 50 PO Box 2568 FAX: REVENUE: $ 3,150,000 Hickory, North Carolina 28603 NET INCOME: $ 800,000 (EBITDA) WEB SITE: www.meridiansenior.com

Originally built in 1924 as a convent, the building Meridian Senior Living operates more than 90 seniors housing and was gutted in 2008 and renovated to include 64,000 care facilities in 12 states. The highest concentrations are in North square feet and 50 assisted living units with 54 Carolina and Illinois. licensed beds. It is 94% occupied and has a 88% private pay census. A local operator is the owner.

ANNOUNCEMENT DATE: November 7, 2015 PRICE: $ 6,500,000 PRICE PER UNIT: $ 130,000 TERMS: PRICE/REVENUE: 2.06 PRICE/INCOME: 8.13

A local operator purchased the 4.07-acre property in 2007, and then spent about $2 million to completely gut and renovate the community. The property is also pre-approved to expand with an additional 24 AL units, but no work has started. Marcus & Millichap handled the transaction, which closed in early November.

The Health Care M&A Report, 4th Quarter, 2015 139 TARGET: Emeritus at Pantano ACQUIRER: Cascade Living Group

LISTING: Private LISTING: Private LOCATION: Tucson, Arizona CEO: Bill Shorten PHONE: 425-408-9141 UNITS: 121 19119 North Creek Parkway FAX: #102 REVENUE: $ 4,058,000 (annualized) Bothell, Washington 98011 NET INCOME: $ 1,264,000 (EBITDA) WEB SITE: www.cascadeliving.com

Emeritus at Pantano is a 121-unit assisted living Cascade Living Group operates independent living, assisted living (101 units) and memory care (20 units) community and memory care communities in Oregon (9), Washington (8), built in 1977 with 79,859 square feet. Occupancy Nevada (3), California (2) and Arizona (1). Casacade partnered with was 70% at closing, and the license is for 140 beds. a REIT to complete this transaction. Brookdale Senior Living had been the manager for the seller.

ANNOUNCEMENT DATE: November 9, 2015 PRICE: $ 18,800,000 PRICE PER UNIT: $ 155,372 TERMS: PRICE/REVENUE: 4.63 PRICE/INCOME: 14.87

Cushman & Wakefield represented the seller, Columbia Pacific, which had purchased the property at auction from Sunwest Management for $9.48 million in 2010. The community was currently profitable, but it will take up to two years to reach stabilized occupancy of 94%. At that point, revenues and EBITDA should increase to about $5.0 million and $1.7 million, respectively. Two to three years after that, we estimate that revenues and EBITDA should grow to $6.0 million and $2.2 million, as a result of rate increases and care enhancements. The deal closed on November 3.

TARGET: The Stratford at Maple Leaf ACQUIRER: Capitol Seniors Housing

LISTING: Private LISTING: Private LOCATION: Seattle, Washington CEO: Scott Stewart PHONE: 202-469-8400 UNITS: 119 975 F Street NW, 9th Fl FAX: 202-469-8407 REVENUE: $ 4,600,000 (est. first year) Washington, D.C. 20004 NET INCOME: $ 1,400,000 (est. EBITDA) WEB SITE: www.capitolseniorshousing.com

The Stratford is an assisted living and memory care Capitol Seniors Housing and its joint venture partner, Harvard community that was built in 2006 with 90,063 Endowment Company, own seniors housing communities and hire square feet. The four-story building has mostly third-party managers to operate them. In this transaction, they will assisted living with some independent living, plus be hiring Milestone Retirement Communities. 20 memory care units. Occupancy has been between 85% and 90%.

ANNOUNCEMENT DATE: November 9, 2015 PRICE: $ 26,000,000 PRICE PER UNIT: $ 218,487 TERMS: PRICE/REVENUE: 5.65 PRICE/INCOME: 18.57

The seller developed the property and ran it himself, so with professional management it is expected to perform better. Unit rates were considered to be below market, and after the buyer invests up to $2.5 million on remodeling and upgrades, rates should move higher, as well as occupancy. At 95% with higher rates, plus converting the IL units to AL and memory care, annual revenues and EBITDA should improve to at least $5.5 million and $1.8 million, respectively. Cushman & Wakefield represented the seller in the transaction, which closed on November 5.

The Health Care M&A Report, 4th Quarter, 2015 140 TARGET: Casa Reha ACQUIRER: Korian

LISTING: Private LISTING: Paris: KORI LOCATION: Oberursel, Germany CEO: Yann Coleou PHONE: +33 1 55 37 52 00 UNITS: 10,000 (beds) 25 Rue Balzac FAX: REVENUE: $288,440,000 Paris, France 75008 NET INCOME: WEB SITE: http://www.korian.com/en

Casa Reha is the third-largest operator of skilled Founded in 2003, Korian manages over 600 facilities in four nursing facilities in Germany, with 70 facilities and business lines: skilled nursing facilities, post-acute and more than 10,000 beds. The average facility age is rehabilitation clinics, assisted living communities and home-care less than 15 years and 70% of beds are in private services. It has a presence in France, Germany, Italy and Belgium. rooms. Casa Reha does not hold real estate assets.

ANNOUNCEMENT DATE: November 10, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

With this acquisition, Korian strengthens its presence in Germany and will operate 216 facilities with more than 27,500 beds. The combined operations will increase Korian's revenue from Germany to around $833.6 million, or about 27% of its total revenue in 2015. The acquisition, to be financed through cash and undrawn credit lines, is expected to be EPS accretive from 2016. It closed on January 7, 2016 following approval from the German Competition Authorities.

TARGET: Deanwood Rehab and ACQUIRER: Non-traded REIT Wellness Center LISTING: Private LISTING: Public LOCATION: Washington, D.C. CEO: PHONE: UNITS: 296 (beds) FAX: REVENUE: $ 33,532,229 (ttm, March 31, 2014) NET INCOME: $ 7,531,339 (EBITDA) WEB SITE:

Owned by a private New York company, the skilled nursing facility was built in 1983. It is 94% occupied and has a 17% quality mix. The 133,706- square foot building sits on 1.44 acres in northeast Washington D.C.

ANNOUNCEMENT DATE: November 10, 2015 PRICE: $ 50,000,000 PRICE PER UNIT: $ 168,919 TERMS: Included in the price is a performance- PRICE/REVENUE: 1.49 based earn-out, which is attainable upon PRICE/INCOME: 6.64 reaching certain performance thresholds. Sale/leaseback structure. Blueprint Healthcare Real Estate Advisors represented the seller in the transaction, which closed on October 29.

The Health Care M&A Report, 4th Quarter, 2015 141 TARGET: 2 retirement communities ACQUIRER: Extendicare Inc.

LISTING: Private LISTING: TSX: EXE LOCATION: Saskatchewan, Canada CEO: Timothy L. Lukenda PHONE: (905) 470-4000 UNITS: 184 3000 Steeles Ave. E, Ste. 700 FAX: REVENUE: Markham, Ontario L3R 9W2 NET INCOME: $ 2,670,000 (est. EBITDA) WEB SITE: www.extendicare.com

There is a 116-unit independent living/assisted Extendicare is one of North America’s largest long-term care living community with 90% occupancy that opened providers with 251 senior care centers. In Canada, Extendicare in 2012, and a 68-unit memory care community that operates 95 senior care facilities and is also a major provider of is 72% occupied which opened in August 2013. home health care in Ontario through its ParaMed Home Health Care Brightwater Senior Living Communities owns both. division.

ANNOUNCEMENT DATE: November 11, 2015 PRICE: $ 37,692,357 PRICE PER UNIT: $ 204,850 TERMS: CAD$50.2 million. A further incentive PRICE/REVENUE: payment of up to CAD$750,000 will be PRICE/INCOME: 14.12 paid based upon a specific formula contingent on occupancy exceeding 85% on the closing date. Stabilized NOI yield is estimated at 7.08%. In addition, Extendicare entered into a non-binding letter of intent with Brightwater to acquire two additional properties that are currently under construction in Saskatchewan, subject to conditions upon their completion. The purchase price will initially be paid in cash with an intention to finance up to 65% once stabilized. Brookfield Financial advised the seller on the transaction, which is expected to close on 12/1.

TARGET: Harvest Retirement ACQUIRER: Extendicare Inc. Community LISTING: Private LISTING: TSX: EXE LOCATION: Tillonsburg, Ontario CEO: Timothy L. Lukenda PHONE: (905) 470-4000 UNITS: 100 3000 Steeles Ave. E, Ste. 700 FAX: REVENUE: Markham, Ontario L3R 9W2 NET INCOME: $ 1,440,000 (est. EBITDA) WEB SITE: www.extendicare.com

Built in 2012, this community includes 64 units of Extendicare is one of North America’s largest long-term care independent living and assisted living, and 36 providers with 251 senior care centers. In Canada, Extendicare additional units to be completed in December operates 95 senior care facilities and is also a major provider of 2015. Current occupancy is 94%. It is owned by home health care in Ontario through its ParaMed Home Health Baybridge Seniors Housing and Nautical Lands Care division. Group.

ANNOUNCEMENT DATE: November 11, 2015 PRICE: $ 21,323,963 PRICE PER UNIT: $ 213,240 TERMS: CAD$28.4 million. PRICE/REVENUE: PRICE/INCOME: 14.81

The seller will provide Extendicare with income support over 24 months of up to CAD$1.0 million. This amount will be held back from the purchase price on closing and released back to Extendicare during the lease- up period based on an agreed-upon formula. The purchase price will initially be paid in cash with an intention to finance up to 65% once stabilized. The stabilized NOI yield is estimated at 6.74%. The transaction is expected to close on December 1.

The Health Care M&A Report, 4th Quarter, 2015 142 TARGET: Pacifica Senior Living ACQUIRER: Capital Senior Living Corporation

LISTING: Private LISTING: NYSE: CSU LOCATION: Virginia Beach, Virginia CEO: Lawrence A. Cohen PHONE: 972-770-5600 UNITS: 110 14160 Dallas Parkway, Ste. 300 FAX: 732-961-9994 REVENUE: Dallas, Texas 75254 NET INCOME: WEB SITE: www.capitalsenior.com

The assisted living portion of the building (with 85 Capital Senior Living operates about 119 senior living communities units) was built in 2001 and features 69 studios and in concentrated regions with a capacity of approximately 15,200 16 one-bedroom units. The memory care portion residents. was built in 2012 with 25 studio units. There are 74,933 square feet.

ANNOUNCEMENT DATE: November 11, 2015 PRICE: $ 38,000,000 PRICE PER UNIT: $ 345,455 TERMS: PRICE/REVENUE: PRICE/INCOME:

To finance the transaction, Greystone's Debt and Structured Finance Team secured a $28.5 million loan through a life insurance company. The loan featured a 10-year term and a 4.25% fixed interest rate that was locked upon executing the loan application. The seller was a private seniors housing owner. Greystone handled the transaction, which closed on October 29.

TARGET: Skilled nursing facility ACQUIRER: Birchwood Health Care Properties

LISTING: Private LISTING: Private LOCATION: Huntington, West Virginia CEO: Isaac Dole PHONE: 312-724-8950 UNITS: 58 (beds/units) PO Box 476903 FAX: REVENUE: Chicago, Illinois 60647 NET INCOME: WEB SITE: www.birchwoodhcp.com

This skilled nursing facility has 41 SN beds and 17 Birchwood is a private real estate investor specializing in senior assisted living units. Built in 1928 but renovated in care facilities. They do not operate the facilities, but use third-party 2009, the facility was 90% occupied and has no managers. Medicare. This is the owner's only seniors housing asset, which they leased to an operator. There are 45,534 square feet.

ANNOUNCEMENT DATE: November 11, 2015 PRICE: $ 3,200,000 PRICE PER UNIT: $ 55,172 TERMS: PRICE/REVENUE: PRICE/INCOME:

The owner of the property decided to sell the facility when their operator tenant stopped paying rent and filed for bankruptcy. While the census was stable at 90%, the facility was losing money at closing. Birchwood brought in Providence Health Group to operate and plans to implement Medicare at the facility. Senturian Senior Housing Brokerage represented the seller in the transaction, which closed on October 30.

The Health Care M&A Report, 4th Quarter, 2015 143 TARGET: 2 skilled nursing facilities ACQUIRER: Continuum Healthcare LLC

LISTING: NYSE: HCP LISTING: Private LOCATION: New Jersey &, Florida CEO: Eugene Ehrenfeld PHONE: UNITS: 218 (beds) FAX: REVENUE: $ 16,545,000 (projected) Brooklyn, New York NET INCOME: $ 2,100,000 (proj. WEB SITE: continuumhealthcare.net EBITDA)

Built in 1965, the 98-bed Cherry Hill, NJ has Continuum Healthcare operates skilled nursing facilities and 40,935 square feet, is 79% occupied and has a 25% pediatric day care centers in New Jersey. quality mix. Built in 1987, the 120-bed Brooksville, FL facility has 37,249 square feet, an 84% occupancy, and a 27% quality mix. Both had been operated by HCR ManorCare.

ANNOUNCEMENT DATE: November 17, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Both of these are turnaround projects, particularly the New Jersey facility, and Continuum will spend a certain amount of capex to renovate. To finance the transaction, Oxford Finance provided a $13.95 million senior secured term loan. HCP, Inc. owned the real estate and was the landlord. Houlihan Lokey represented the sellers in the transaction, which closed on November 1.

TARGET: Memory care community ACQUIRER: Real estate investment firm

LISTING: Private LISTING: Private LOCATION: Orange County, California CEO: PHONE: UNITS: 35 FAX: REVENUE: NET INCOME: WEB SITE:

Built in 1983 and 2000, this memory care The buyer will bring on NorthStar Senior Living to third-party community features 55 beds in 35 units. Occupancy operate. was 85% at the time of the sale, based on beds. There are approximately 11,500 square feet on 0.65 acres. The single-asset owner/operator is exiting the industry.

ANNOUNCEMENT DATE: November 17, 2015 PRICE: $ 6,250,000 PRICE PER UNIT: $ 178,571 TERMS: PRICE/REVENUE: PRICE/INCOME:

Originally built as a single-family home (which is now being used as administrative offices) in 1955, the current community was built in phases in 1983 and 2000. It was performing well, but the seller wanted to exit the industry. The JCH Group handled the transaction, which closed on November 13.

The Health Care M&A Report, 4th Quarter, 2015 144 TARGET: Old Mill Rehabilitation ACQUIRER: Carter Validus Mission Critical REIT II, Inc.

LISTING: Private LISTING: Public LOCATION: Omaha, Nebraska CEO: John E. Carter PHONE: 888-292-3178 UNITS: 44 (beds) P.O. Box 219731 FAX: REVENUE: Kansas City, Missouri 64121-9731 NET INCOME: WEB SITE: www.cvmissioncriticalreit2.com

Built in 2014 with 40,402 square feet, this skilled Carter Validus Mission Critical REIT II (CVMC REIT II) is a nursing facility features 44 private beds for patients public, non-traded company that acquires mission critical real estate receiving a variety of short-term rehab, therapy and assets in the United States and abroad. transitional care.

ANNOUNCEMENT DATE: November 17, 2015 PRICE: $ 13,000,000 Approximate PRICE PER UNIT: $ 295,455 TERMS: PRICE/REVENUE: PRICE/INCOME:

Colliers International’s Seniors Housing Group represented the seller in this transaction, which closed on October 14.

TARGET: Riverglen House of Littleton ACQUIRER: Summit Healthcare REIT, Inc.

LISTING: Private LISTING: Private LOCATION: Littleton, New Hampshire CEO: Kent Eikanas PHONE: 800-978-8136 UNITS: 50 4676 Commercial Street, #167 FAX: REVENUE: Lake Forest, California 97302 NET INCOME: WEB SITE: www.summithealthcarereit.com

Developed by the current operator in 2002, this Formerly known as Cornerstone Core Properties REIT, Summit is a assisted living community features 59 beds in 50 publicly registered, non-traded REIT focused on investing in seniors units. The building has 34,684 square feet and is housing real estate. It has a portfolio of 26 long-term triple-net located in the center of town. leased healthcare facilities.

ANNOUNCEMENT DATE: November 18, 2015 PRICE: $ 8,500,000 PRICE PER UNIT: $ 170,000 TERMS: Sale/leaseback. Summit assumed a $4.7 PRICE/REVENUE: million HUD loan. PRICE/INCOME:

The property was leased to an affiliate of Riverglen House of Littleton LLC pursuant to a 15-year triple net lease. Blueprint Healthcare Real Estate Advisors handled the transaction.

The Health Care M&A Report, 4th Quarter, 2015 145 TARGET: The Cedars ACQUIRER: Oxton Senior Living, LLC

LISTING: Private LISTING: Private LOCATION: Montgomery, Alabama CEO: Todd Barker PHONE: 706-438-1291 UNITS: 61 2151 Eatonton Road FAX: REVENUE: Madison, Georgia 30650 NET INCOME: WEB SITE: http://www.oxtonsl.com/

This assisted living community is the largest in the Oxton Senior Living operates senior care communities throughout tri-county area. Alabama and Georgia.

ANNOUNCEMENT DATE: November 19, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The community will be renamed Oxton Place of Montgomery.

TARGET: The Shores of Lake Phalen ACQUIRER: Non-traded REIT

LISTING: Private LISTING: Private LOCATION: Maplewood, Minnesota CEO: PHONE: UNITS: 105 FAX: REVENUE: $ 5,152,886 -2015 NET INCOME: $ 1,900,110 (2015, WEB SITE: EBITDA)

Built in 2011 on 4.43 acres, this senior living community features 22 independent living units, 51 assisted living units and 32 memory care units. It is 92% occupied and has 104,961 total square feet. It is operated by Ebenezer Management Services.

ANNOUNCEMENT DATE: November 19, 2015 PRICE: $ 30,000,000 PRICE PER UNIT: $ 285,714 TERMS: PRICE/REVENUE: 5.82 PRICE/INCOME: 15.79

The community has improved dramatically since the beginning of 2014, raising occupancy from around 69% to 92% by earlier this year, and EBITDA from just under $200,000 in 2014 to $1.9 million in the estimated 2015 budget. There are also 12 AL/MC units that offer below-market rents, so the buyer could potentially re-lease these units at market rents, further improving performance. The buyer will bring in a national operator to manage the community. Evans Senior Investments handled the transaction, which closed on November 19.

The Health Care M&A Report, 4th Quarter, 2015 146 TARGET: Verena at Virginia Center ACQUIRER: Green Courte Partners, LLC

LISTING: Private LISTING: Private LOCATION: Glen Allen, Virginia CEO: Randall K. Rowe PHONE: 312-966-3800 UNITS: 118 303 West Madison St., Ste. FAX: 312-863-2262 1500 REVENUE: $ 3,616,200 (est. 2015) Chicago, Illinois 60606 NET INCOME: $ 1,706,500 (EBITDA, tr. 3 WEB SITE: www.greencourtepartners.com/ mo.)

Built in 2009 on 9.16 acres, this independent living Formed in July 2002 by Randy Rowe, Green Courte Partners, LLC community is owned by First Centrum. It is 94% and its real estate private equity funds focus on investments in niche occupied. real estate asset classes.

ANNOUNCEMENT DATE: November 19, 2015 PRICE: $ 25,875,000 PRICE PER UNIT: $ 219,280 TERMS: PRICE/REVENUE: 7.16 PRICE/INCOME: 15.16

This transaction is the first investment in an independent living/seniors housing property for the buyer, which has experience in owning and operating age-restricted housing. They will bring in an affiliate of Senior Lifestyle Corporation to manage. CBRE, in addition to handling the transction for the seller, arranged acquisition financing for the buyer, in the form of an $18.4 million fixed-rate Freddie Mac loan, with a 10-year term and 60 months of interest only. The transaction closed on November 17.

TARGET: Delta Rehab ACQUIRER: Aspen Skilled Healthcare, Inc.

LISTING: Private LISTING: Private LOCATION: Lodi, California CEO: Jay Brady PHONE: 949-347-7100 UNITS: 74 (beds) 28202 Cabot Road, Suite 412 FAX: 949-347-7800 REVENUE: $ 6,300,000 Laguna Niguel, California 92677 NET INCOME: $ 750,000 (EBITDA) WEB SITE: www.aspenskilledhealth.com

Delta Rehab is a 74-bed skilled nursing facility that Aspen Skilled Healthcare is a skilled nursing facility provider with has 31 rooms. It was built in 1975 and has about eight skilled nursing facilities in California. 20,300 square feet. Occupancy has averaged about 90%.

ANNOUNCEMENT DATE: November 20, 2015 PRICE: $ 1,200,000 PRICE PER UNIT: $ 16,216 TERMS: Sale of a leased interest. PRICE/REVENUE: .19 PRICE/INCOME: 1.60

The purchase price was for the leased interest in Delta Rehab. The initial lease rate is approximately $580 per bed per month for an annual amount of $515,000. There are three five-year renewals and annual escalators are based on the CPI with a floor of 2.0% and a ceiling of 4.0%. The initial lease coverage is nearly 1.5x. Marcus & Millichap represented the seller in the transaction, which closed on October 31.

The Health Care M&A Report, 4th Quarter, 2015 147 TARGET: 11 senior living ACQUIRER: Kayne Anderson Real Estate Advisors communities LISTING: Private LISTING: Private LOCATION: Various, Various CEO: Al Rabil PHONE: 561-300-6200 UNITS: 1,143 1 Town Center Road, Ste. 300 FAX: REVENUE: Boca Raton, Florida 33486 NET INCOME: WEB SITE: www.kaynecapital.com

This sale included 11 mostly assisted living and Kayne Anderson Real Estate Advisors is the real estate private Alzheimer's care communities located in Indiana equity arm of Kayne Anderson Capital Advisors, L.P., a $24 billion (4), Virginia (2), Pennsylvania (2) and one each in investment management firm with 30 years of experience. Alabama, Delaware and Maryland. The average age was about 7-8 years, with two newly opened.

ANNOUNCEMENT DATE: November 30, 2015 PRICE: $295,000,000 Estimated PRICE PER UNIT: $ 258,093 TERMS: PRICE/REVENUE: PRICE/INCOME:

The sale also included a medical office building and a tract of land that are not included in the estimated price above. The properties were managed by Rittenhouse Senior Living, Vantage Point Retirement Living and Harmony Senior Services. It is expected that the buyer will retain the managers. Wells Fargo provided acquisition financing for the transaction, and Houlihan Lokey represented the seller, Windsor Health Care Equities, LLC in the sale, which closed in mid-November.

TARGET: Olney Healthcare Center ACQUIRER: Regional owner/operator

LISTING: Private LISTING: Private LOCATION: Olney, Texas CEO: PHONE: UNITS: 51 (beds) FAX: REVENUE: $ 1,305,659 Houston, Texas NET INCOME: $- 14,878 (EBITDA) WEB SITE:

Built in 1970 on 2.1 acres in rural Texas, this 17,545-square foot skilled nursing facility is owned by a private operator who is looking to divest themselves from this property. The facility was closed recently, but had an occupancy of 45.5% before that.

ANNOUNCEMENT DATE: November 30, 2015 PRICE: $ 850,000 PRICE PER UNIT: $ 16,667 TERMS: PRICE/REVENUE: .65 PRICE/INCOME: - 57.13

A couple of months prior to this transaction, the facility was closed, as the small market could not support two facilities. So, many of the residents moved to the other facility in town, owned by the buyer, and the 39 Medicaid beds from this facility were transferred to the buyer at closing. There are no plans to reopen this facility. Senior Living Investment Brokerage handled the transaction, which closed on November 25.

The Health Care M&A Report, 4th Quarter, 2015 148 TARGET: Park at Riverchase ACQUIRER: Omega Communities, LLC

LISTING: NYSE: ADK LISTING: Private LOCATION: Hoover, Alabama CEO: Pat Trammell, Jr. PHONE: 205-871-2883 UNITS: 104 2 Metroplex Drive, Suite 202 FAX: 205-870-8209 REVENUE: $ 2,600,000 (pro forma) Birmingham, Alabama 35209 NET INCOME: $ 700,000 (pro forma WEB SITE: www.omegacommunities.com EBITDA)

Park at Riverchase is a 104-unit assisted living Omega Communities is a developer and operator of senior living community licensed for 125 beds. It was built in communities. It partners with churches and large national operators, 2000 with about 85,000 square feet on 5.99 acres. and plans to develop up to 60 new senior living communities in the Average rents were about $2,400, but occupancy next several years, as well as acquire 10 to 15 properties. was below 50%, resulting in negative cash flow.

ANNOUNCEMENT DATE: November 30, 2015 PRICE: $ 6,900,000 PRICE PER UNIT: $ 66,346 TERMS: PRICE/REVENUE: 2.65 PRICE/INCOME: 9.86

Sunwest Management purchased this community in 2006, and when it filed for bankruptcy protection, the lender foreclosed and then sold it in 2010 to an individual investor, who issued bonds to finance the acquisition. AdCare Health Systems guaranteed the bonds, and $6.1 million were still outstanding. In 2014, the state required the owner to hire a new management company, which discharged more than 30 residents. The pro forma revenue and EBITDA above were based on 85% occupancy. Marcus & Millichap represented the seller in the deal, which closed on November 27.

TARGET: The Brookside ACQUIRER: SilverStone Health Care Real Estate, LLC

LISTING: Private LISTING: Private LOCATION: Freehold, New Jersey CEO: Stephanie PHONE: 703-468-1341 Anderson/Frank Small UNITS: 160 4601 N. Fairfax Dr., Ste. 1200 FAX: REVENUE: Alexandria, Virginia 22203 NET INCOME: WEB SITE: www.silverstonehcre.com

Owned by AEW Capital Management, this kosher This represents the largest acquisition for SilverStone, a private real assisted living/memory care community serves the estate investment firm. SilverStone is focused on buying senior Jewish communities in Northern New Jersey. It is living properties and hiring third-party managers. In this transaction, operated by Kaplan Development Group. Kaplan Development Group will stay on as manager.

ANNOUNCEMENT DATE: November 30, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Cushman & Wakefield handled the transaction on behalf of AEW Capital Management.

The Health Care M&A Report, 4th Quarter, 2015 149 TARGET: 2 Texas skilled nursing ACQUIRER: LTC Properties, Inc. facilities LISTING: Private LISTING: NYSE: LTC LOCATION: Various, Texas CEO: Wendy L. Simpson PHONE: 805-981-8655 UNITS: 254 (beds) 2829 Townsgate Rd., Suite 350 FAX: 805-981-8663 REVENUE: Westlake Village, California 91361 NET INCOME: $ 2,750,000 (est. WEB SITE: www.ltcproperties.com EBITDAR)

Holland Lake Nursing Center in Weathersfield was LTC Properties is a self-administered real estate investment trust built in 1996 with 53,544 square feet on 4.51 acres that invests primarily in long-term care and other health care-related and has 80% occupancy. Stonegate Nursing Center facilities through lease transactions, mortgage loans and other was built in 1997 in Fort Worth with 61,562 square investments. feet on 4.58 acres and has 80% occupancy.

ANNOUNCEMENT DATE: December 1, 2015 PRICE: $ 23,000,000 PRICE PER UNIT: $ 90,551 TERMS: PRICE/REVENUE: PRICE/INCOME: 8.36

The seller wanted to exit the industry. LTC will add these properties to an existing master lease with Senior Care Centers at an incremental initial cash yield of 8.25%, with annual escalators of 2.5% through July 2021 and of 3% thereafter. The lease coverage ratio is between 1.4x and 1.5x. There is the opportunity to add Medicaid and increase Medicare occupancy. The transaction closed on December 1.

TARGET: Cambridge Place ACQUIRER: Oxton Senior Living, LLC

LISTING: Private LISTING: Private LOCATION: Opelika, Alabama CEO: Todd Barker PHONE: 706-438-1291 UNITS: 32 2151 Eatonton Road FAX: REVENUE: Madison, Georgia 30650 NET INCOME: WEB SITE: http://www.oxtonsl.com/

This is a 100% memory care community. Oxton Senior Living operates senior care communities throughout Alabama and Georgia.

ANNOUNCEMENT DATE: December 1, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The community will be renamed Oxton Court at Opelika.

The Health Care M&A Report, 4th Quarter, 2015 150 TARGET: Skilled nursing facility ACQUIRER: Trilogy Health Services

LISTING: Private LISTING: Private LOCATION: Harrodsburg, Kentucky CEO: Randall Bufford PHONE: 502-412-5847 UNITS: 34 (beds) 303 N. Hurstbourne Pkwy, Ste. FAX: 502-412-0407 200 REVENUE: Louisville, Kentucky 40222 NET INCOME: WEB SITE: www.trilogyhs.com

The skilled nursing facility is located on the second Trilogy Health Services operates 97 senior living communities that floor of the 25-bed James B. Haggin Memorial usually offer a combination of assisted living and post-acute care. Hospital and was added in 1991. They are located in Illinois, Indiana, Kentucky, Michigan and Ohio.

ANNOUNCEMENT DATE: December 1, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The facility will be renamed The Willows at Harrodsburg, and will join Trilogy's two other Lexington, Kentucky facilities. The transaction was effective December 1.

TARGET: The Tillers ACQUIRER: Symphony Post Acute Care Network

LISTING: Private LISTING: Private LOCATION: Oswego, Illinois CEO: David Hartman PHONE: 847-933-2600 UNITS: 106 (beds) 7257 North Lincoln Avenue FAX: REVENUE: $ 18,939,000 Lincolnwood, Illinois 60712 NET INCOME: $ 1,101,000 (EBITDA) WEB SITE: www.symphonypan.com

Originally built in 1972, with a 16-bed addition in Symphony Post Acute Care Network is a private company that has 1985 and an interior renovation in 2009, the skilled been operating long-term care facilities for more than 35 years and nursing facility has 40,933 square feet on 4.89 currently operates nearly 30 facilities in Illinois, Wisconsin and acres. Occupancy was 93% on 100 funcitional beds. Arizona, with future sites in Indiana. The family business owner will retire from the business.

ANNOUNCEMENT DATE: December 1, 2015 PRICE: $ 13,372,642 PRICE PER UNIT: $ 126,157 TERMS: PRICE/REVENUE: .71 PRICE/INCOME: 12.15

Included at the facility were a rehab company, in-house therapists (the therapy program was added in 2008) and a staffing company. The quality mix was very high, with a 69% Medicare/insurance, 29% private pay and 2% Medicaid census. There are also two adjacent homes that were included in the sale. Symphony's long-term plan is to expand with all private suites, in order to maintain the quality mix while expanding the Medicaid program. Senior Living Investment Brokerage handled the transaction, which closed on December 1.

The Health Care M&A Report, 4th Quarter, 2015 151 TARGET: Elmcroft skilled nursing ACQUIRER: Signature HealthCARE portfolio LISTING: Private LISTING: Private LOCATION: Pennsylvania &, Kentucky CEO: Joe Steier PHONE: 502-568-7800 UNITS: 1,700 (beds) 12201 Bluegrass Parkway FAX: REVENUE: Louisville, Kentucky 40299 NET INCOME: WEB SITE: www.ltcrevolution.com

Included in Elmcroft Senior Living's skilled nursing Signature HealthCARE operates nursing centers, rehab centers, portfolio are 17 facilities in Kentucky and one in critical access hospitals, non-skilled and skilled home health Pennsylvania, totaling approximately 1,700 beds. services. Signature has more than 15,000 employees with 133 Six of the Louisville-area facilities have a locations in 11 states. significant rehab portion. Occupancy is consistantly at or above 90%.

ANNOUNCEMENT DATE: December 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This transaction boosts Signature's already strong presence in the state of Kentucky, as it operates 41 post-acute care centers there. The real estate of Elmcroft's portfolio is owned by Care Capital Properties (CCP). Now, Signature will operate 49 facilities nationwide under a master lease with CCP. The transaction was effective December 1.

TARGET: Liberty Manor ACQUIRER: Copper Leaf Management

LISTING: Private LISTING: Private LOCATION: Adams, Wisconsin CEO: Judi Hess PHONE: 715-254-4357 UNITS: 40 1077 Wilshire Blvd. FAX: REVENUE: $ 1,304,000 (pro forma) Stevens Point, Wisconsin 54481 NET INCOME: $ 303,500 (pro forma WEB SITE: www.copperleafcare.com/ EBITDA)

Built in 1996, with an addition in 2006, this assisted Copperleaf Management Group owns and operates housing units in living community features all private rooms and is Wisconsin, offering an assortment of services and amenities and 100% occupied with a 50% private pay census. It is also providing management services for developers and owners. the only AL-community in the county. There are 29,814 square feet on 3.7 acres.

ANNOUNCEMENT DATE: December 2, 2015 PRICE: $ 2,300,000 PRICE PER UNIT: $ 57,500 TERMS: PRICE/REVENUE: 1.76 PRICE/INCOME: 7.58

The seller is a family trust, which was headed by the woman who developed the community herself. Monthly rents at the community ranged from $2,300 to $2,500, but the buyer plans to increase the Mediciad AL rates up to between $2,800 and $3,000 a month, which the seller was unable to do. Marcus & Millichap handled the transaction, which closed on December 1.

The Health Care M&A Report, 4th Quarter, 2015 152 TARGET: 6 seniors housing ACQUIRER: ROC Seniors Housing Fund Manager, communities LLC

LISTING: Private LISTING: Private LOCATION: Various, Various CEO: Robb Chapin PHONE: 407-999-2400 UNITS: 596 1000 Legion Place, Ste. 1750 FAX: REVENUE: Orlando, Florida 32801 NET INCOME: WEB SITE: www.bridge-igp.com

Owned by a joint venture between The Carlyle ROC Seniors Housing Fund is part of Salt Lake City, Utah-based Group and Capitol Seniors Housing, this portfolio Bridge Investment Group Advisors, LLC, which has approximately consists of 114 independent living units, 329 $1.5 billion of assets under management. assisted living units, 136 memory care units and 17 skilled nursing beds. Combined occupancy is 89.1%.

ANNOUNCEMENT DATE: December 3, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Three communities are located in Southern California, and there is one each in Michigan, , Pennsylvania and Washington, D.C. HFF represented the seller in the transaction, which closed on November 16.

TARGET: 3 skilled nursing facilities ACQUIRER: Safire Care

LISTING: Private LISTING: Private LOCATION: Buffalo area, New York CEO: PHONE: UNITS: 440 (beds) FAX: REVENUE: New York, New York NET INCOME: WEB SITE: http://safirecare.com/

There is a 220-bed skilled nursing facility in Safire Care is an investment group based in New York City. Williamsville built in 1975 and 1981, a 120-bed facility in Buffalo built in 1983 and a 100-bed facility in Tonawanda built in 1950. There are 130 private rooms, 149 doubles and three quads. All are owned by the Zacher family.

ANNOUNCEMENT DATE: December 4, 2015 PRICE: $ 15,060,000 PRICE PER UNIT: $ 34,227 TERMS: PRICE/REVENUE: PRICE/INCOME:

These facilities are being sold by the estate of the late William Zacher, who passed in 2010. The buyer had been operating the facilities since 2012, and had gained a 9% interest in them that same year he signed a receivership agreement with the family. The facilities were all operating with losses, and Safire plans to renovate all three. Harris Beach LLP represented the seller, while Tenzer and Lunin LLP represented the buyer in the transaction, which closed in December 2015.

The Health Care M&A Report, 4th Quarter, 2015 153 TARGET: Chateau at Carmichael ACQUIRER: Auctus Capital Partners Park LISTING: Private LISTING: Private LOCATION: Carmichael, California CEO: Chris Rosenstock PHONE: 760-271-9635 UNITS: 99 120 West Grand Ave Suite 205 FAX: REVENUE: Escondido, California 92025 NET INCOME: WEB SITE: www.auctuscapitalpartners.com/

Owned and operated by Hank Fisher Properties, Auctus is a value-add real estate investment firm with a focus on which is exiting the industry after the death of the senior housing, commercial, and residential properties. It has so far family patriarch, this 40-year old communitiy acquired two properties in the Seattle area and two in California. features 55 independent living units and 44 memory care units. There are 55,343 square feet on 2.05 acres. Occupancy is 95%.

ANNOUNCEMENT DATE: December 7, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The buyer plans on gradually converting the IL units to AL, as IL residents either voluntarily move out or transition to AL. The buyer also will spend up to $750,000 to renovate both the exterior and interior of the building, in addition to repurposing some common areas previously used for adult day care. There is a lot of room for improvement on the operations side, and Integral Senior Living will manage the property. Cushman & Wakefield both arranged the acquisition financing (a first mortgage provided by Owens Financial) and handled the transaction, which closed on November 18.

TARGET: MaClay Healthcare Center ACQUIRER: Independence Healthcare Management

LISTING: Private LISTING: Private LOCATION: Sylmar, California CEO: PHONE: UNITS: 175 (beds) FAX: REVENUE: $ 10,036,730 Los Angeles, California NET INCOME: $ 1,863,022 (EBITDARM) WEB SITE:

Owned by LifeHouse Healthcare Services, this Independence Healthcare Management is a private Los Angeles- skilled nursing facility has 53,465 square feet on six based owner/operator which has acquired two additional facilities in acres. It is 96.5% occupied. The facility specializes the past year. in pulmonary transitional care and its stroke program. Prior to the sale, it received about $2.4 million in capex.

ANNOUNCEMENT DATE: December 7, 2015 PRICE: $ 14,400,000 PRICE PER UNIT: $ 82,286 TERMS: PRICE/REVENUE: 1.43 PRICE/INCOME: 7.73

Also included in the sale were three acres of land planned for future assisted living and memory care development. LifeHouse is selling this property because it was their only facility in Los Angeles County. The JCH Group handled the transaction, which closed on October 30.

The Health Care M&A Report, 4th Quarter, 2015 154 TARGET: Shady Nook Care Center ACQUIRER: Undisclosed

LISTING: Private LISTING: Private LOCATION: Lawrenceburg, Indiana CEO: PHONE: UNITS: 94 (beds) FAX: REVENUE: $ 6,694,104 (ttm, 3/31/15) NET INCOME: $ 1,171,910 (EBITDA) WEB SITE:

Originally built in 1984 with 35 semi-private and 12 An undisclosed local buyer. private units, the skilled nursing/memory care facility has 37,332 square feet on five acres. It was renovated in 2010 to boost Medicare revenues. It is 91% occupied, with a 30% quality mix.

ANNOUNCEMENT DATE: December 7, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

In 2010, the facility underwent a $395,000 renovation mainly to the private-room wing in order to attract Medicare rehab patients. Thanks to its relationship with the local hospital (which had 1,779 Medicare patients with a mean length of stay of 4.65 days), cash flow improved significantly. From 2013 to the trailing 12-months ending March 31, 2015, the operating margin increased from 12.2% on $5.67 million of revenues to 17.5% on $6.69 million of revenues, driven largely by the increased Medicare census. Evans Senior Investments handled the transaction.

TARGET: 2 skilled nursing facilities ACQUIRER: Cassena Care, LLC

LISTING: Private LISTING: Private LOCATION: Stamford and New Britain, CEO: Alex Solovey PHONE: 516-422-7817 Connecticut UNITS: 246 (beds) 225 Crossways Park Drive FAX: 516-802-3983 REVENUE: Woodbury, New York 11797 NET INCOME: WEB SITE: www.cassenacare.com

The skilled nursing facilities include Regency Cassena Care was founded in 2010 and now operates about nine Heights of Stamford with 156 beds and 67,914 skilled nursing facilities in New York and two in Connecticut. square feet and Andrew House Healthcare in New Britain with 90 beds and 28,660 square feet. They were built in the 1960's, but one had a 1994 addition. Occupancy was above 90%.

ANNOUNCEMENT DATE: December 8, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The average quality mix for the two nursing facilities was about 27%. Eureka Capital Markets, LLC advised the seller, Ciena HealthCare Management Inc., in the transaction, which closed on November 16.

The Health Care M&A Report, 4th Quarter, 2015 155 TARGET: Arden Courts of Arlington ACQUIRER: Paragon Healthcare Group, LLC

LISTING: Private LISTING: Private LOCATION: Arlington, Texas CEO: Phillip Freedman PHONE: 718-408-8955 UNITS: 60 7150 Parsons Boulevard FAX: REVENUE: Fresh Meadows, New York 11365-4131 NET INCOME: WEB SITE: http://paragonhealthcare.com/

This assisted living community was built in 1998 Paragon Healthcare Group is a privately owned operator of skilled with about 29,000 square feet. It was nursing facilities. underperforming with low occupancy, operating near breakeven. The license was for 60 beds.

ANNOUNCEMENT DATE: December 8, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This sale was a divestiture from HCR Manor Care as part of a larger sale of 50 properties that were operated by the company but leased from landlord HCP, Inc. All of the units were private rooms, and the sales price was most likely in the neighborhood of $50,000 per unit. Houlihan Lokey represented the seller in the transaction, which closed on December 7.

TARGET: Spring Creek Rehabilitation ACQUIRER: TL Management and Health Care Center LISTING: KSE: SECH LISTING: Private LOCATION: Harrisburg, Pennsylvania CEO: PHONE: 718-338-2999 UNITS: 404 (beds) 3839 Flatlands Ave # 218 FAX: REVENUE: Brooklyn, New York 11234 NET INCOME: WEB SITE:

Owned by a joint venture between GSH Kuwait and TL Management owns and operates over 100 skilled nursing Continue Care Holdings of Connecticut since 2007, facilities in ten states. this skilled nursing facility consists of a 192-bed building built in 1975 and a 212-bed building built in 2003. It was formerly owned by Dauphin County.

ANNOUNCEMENT DATE: December 9, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The facility was purchased in 2007 by a joint venture between GSH Kuwait (the real estate advisory subsidiary of The Securities House, a financial institution listed on the Kuwait Stock Exchange) and Continue Care Holdings of Connecticut for $14.35 million. The buyer made this purchase with the help of a $48 million credit facility provided by First Niagara Bank.

The Health Care M&A Report, 4th Quarter, 2015 156 TARGET: Traditions of Durham ACQUIRER: Sienna Senior Living Retirement Residence LISTING: Private LISTING: (TSX: SIA) LOCATION: Oshawa, Ontario CEO: Lois Cormack PHONE: 905-477-4006 UNITS: 140 302 Town Centre Blvd, Suite FAX: 905-415-7623 300 REVENUE: Markham, Ontario L3R 0E8 NET INCOME: WEB SITE: http://www.siennaliving.ca/

Currently managed by the buyer, Sienna Senior As one of the largest providers of long-term care in Ontario, Sienna Living, this community opened in 2010 with 90 Senior Living cares for more than 5,500 residents in 35 long-term units, with another 50 added in 2012. There are 103 care communities. independent living units and 37 assisted living units. Occupancy is at 90.7%.

ANNOUNCEMENT DATE: December 9, 2015 PRICE: $ 37,000,000 PRICE PER UNIT: $ 264,286 TERMS: Includes the mortgage assumption of PRICE/REVENUE: approximately $22.7 million, maturing PRICE/INCOME: in March 2020 and bearing an interest rate of 3.5%. Sienna, which previously managed the community and will continue to do so, expects to pay the remainder of the purchase price (after the debt assumption) with available cash and drawdowns from its credit facilities. The seller, Durham Retirement Residence Limited Partnership, will provide Sienna with an annual net operating income guarantee. The transaction closed on December 31.

TARGET: Parkside Nursing Home ACQUIRER: Maybrook Healthcare

LISTING: Nonprofit LISTING: Private LOCATION: Fort Oglethorpe, Georgia CEO: PHONE: UNITS: 109 (beds) FAX: REVENUE: New York NET INCOME: WEB SITE:

Owned by the bankrupt Hutcheson Medical Center, this skilled nursing facility was sold to pay off some of the hospital owner's debt.

ANNOUNCEMENT DATE: December 14, 2015 PRICE: $ 7,200,000 PRICE PER UNIT: $ 66,055 TERMS: PRICE/REVENUE: PRICE/INCOME:

The transaction was approved by U.S. Bankruptcy Couty Judge on December 14. In addition, Maybrook paid $100,000 for the nearby child care center, which it plans to use for food preparation for the skilled nursing facility.

The Health Care M&A Report, 4th Quarter, 2015 157 TARGET: 2 assisted living ACQUIRER: Not disclosed communities LISTING: Private LISTING: Private LOCATION: Pennsylvania CEO: PHONE: UNITS: 250 FAX: REVENUE: NET INCOME: WEB SITE:

Located in Eastern Pennsylvania, these assisted This is the first acquisition for the buyer since starting the new living communities were partially built in 1960, company. The principal has significant experience in seniors with continual updates and additions through 2004. housing operations as a former partner of another chain. There are approximately 250 units. The seller will exit the market with this sale.

ANNOUNCEMENT DATE: December 17, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The buyer should be able to improve on the operations through increased marketing and some expense savings. The price is rumored to be approximately $70,000 per unit. Senior Living Investment Brokerage handled the transaction, which closed on December 15.

TARGET: Poteet Manor ACQUIRER: Owner/operator

LISTING: Private LISTING: Private LOCATION: Poteet, Texas CEO: PHONE: UNITS: 62 (beds) FAX: REVENUE: $ 1,376,600 Texas NET INCOME: $ 13,700 (EBITDA) WEB SITE:

Built in 1964, this skilled nursing facility features The buyer is looking to expand into South Texas. 62 beds, with 49 of those dually certified. It is 13,043 square feet and sits on 3.31 acres. Occupancy is just 48%.

ANNOUNCEMENT DATE: December 17, 2015 PRICE: $ 850,000 PRICE PER UNIT: $ 13,710 TERMS: PRICE/REVENUE: .62 PRICE/INCOME: 62.04

The private owner/operator selling is looking to divest itself of this property, which is located over 35 miles from the San Antonio area. Senior Living Investment Brokerage handled the transaction, which closed on December 15.

The Health Care M&A Report, 4th Quarter, 2015 158 TARGET: Covenant Care ACQUIRER: Madison Partners

LISTING: Private LISTING: Private LOCATION: Dinuba, California CEO: Bob Safai- Founder PHONE: 310-820-5959 UNITS: 94 (beds) 12121 Wilshire Blvd. 9th Fl. FAX: Ste. 900 REVENUE: Los Angeles, California 90025 NET INCOME: WEB SITE: www.madisonpartners.net/

Covenant Care is a skilled nursing facility offering Madison Partners is a boutique commercial real estate investment both long- and short-term post-acute care. firm.

ANNOUNCEMENT DATE: December 18, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Leasehold interest. PRICE/REVENUE: PRICE/INCOME:

The JCH Group represented the landlord and Madison Partners in their leasehold acquisition of the facility. The transaction was structured as a 20-year, triple-net lease with two five-year extensions. Key money is to be paid in a combination of cash and the assumption of the facility’s QA Fee liability. The landlord is also currently in the process of obtaining a HUD loan on the property.

TARGET: Emerald Gardens of ACQUIRER: Radiant Senior Living Woodburn LISTING: Private LISTING: Private LOCATION: Woodburn, Oregon CEO: James Guffee PHONE: 503-595-2810 UNITS: 44 10220 SW Greenburg Rd Suite FAX: 201 REVENUE: Portland, Oregon 97223 NET INCOME: WEB SITE: www.radiantseniorliving.com/

Built in 1987, the assisted living/memory care Radiant Senior Living was formed in mid-2011 and provides senior community was significantly renovated in 2013, living services at its 15 facilities in Oregon, Washington, and when a 12-unit secure MC wing was added. There Montana. are 59 licensed beds in 44 units.

ANNOUNCEMENT DATE: December 18, 2015 PRICE: $ 6,000,000 PRICE PER UNIT: $ 136,364 TERMS: PRICE/REVENUE: PRICE/INCOME:

The JCH Group handled the transaction, which closed on December 18.

The Health Care M&A Report, 4th Quarter, 2015 159 TARGET: Manning Gardens Nursing ACQUIRER: Owner/operator & Rehab LISTING: Private LISTING: Private LOCATION: Fresno, California CEO: PHONE: UNITS: 59 (beds) FAX: REVENUE: $ 3,600,000 (ttm) Los Angeles, California NET INCOME: $ 480,000 (ttm, WEB SITE: EBITDA)

Owned by a local father/son team, this skilled This Los Angeles-based owner/operator runs about 20 facilities in nursing facility was built in 1958. It has 14,777 Southern California. square feet on 2.22 acres. Occupancy was 96%, with a 95% MediCal and 5% Medicare census.

ANNOUNCEMENT DATE: December 18, 2015 PRICE: $ 3,335,000 PRICE PER UNIT: $ 56,525 TERMS: Sale/leaseback PRICE/REVENUE: .93 PRICE/INCOME: 6.95

The buyer determined the facility could use some renovations, and plans to spend up to $500,000. There are also plans to convert a wing to sub-acute care. The transaction was structured as a sale/leaseback as the operator wanted to stay in their management role while paying off some of their debt. The JCH Group handled the transaction, which closed in November.

TARGET: Peachtree Centre ACQUIRER: NY investor group

LISTING: Nonprofit LISTING: Private LOCATION: Gaffney, South Carolina CEO: PHONE: UNITS: 139 (beds/units) FAX: REVENUE: $ 7,353,000 (annual 8 Mo. New York ending Feb 2015) NET INCOME: $ 1,007,000 (EBITDA) WEB SITE:

Originally built as a hospital in 1953, but converted to a skilled nursing facility in 1992, this facility has 85 dually certified beds, 26 Medicare/private beds on the third floor (renovated in 2005 and 2009) and 14 assisted living units on the fourth floor (built in 1963).

ANNOUNCEMENT DATE: December 18, 2015 PRICE: $ 9,000,000 PRICE PER UNIT: $ 64,748 TERMS: PRICE/REVENUE: 1.22 PRICE/INCOME: 8.94

The 102,303 square-foot building, that is owned by the county, is located on 10.54 acres, and the exterior was renovated in 2012. Included in the building are 25,027 square feet leased to the county for $292,000 annually. Occupancy stood at 80%, with a 34% private pay, 16% Medicare and 50% Medicaid census. With new private ownership, about $850,000 from the UPL program will come off. The financials above are adjusted annualized eight months ending February 2015. Marcus & Millichap handled the transaction, which closed on December 18.

The Health Care M&A Report, 4th Quarter, 2015 160 TARGET: 2 assisted living ACQUIRER: AEW Capital Management communities LISTING: Private LISTING: Private LOCATION: Milford and Canton, CEO: Jeffrey D. Furber PHONE: 617-261-9000 Massachusetts UNITS: 172 Two Seaport Lane FAX: 617-261-9555 REVENUE: Boston, Massachusetts 02210 NET INCOME: WEB SITE: www.aew.com

The Milford community was built in 2013 with 65 Founded in 1981, AEW Capital Management invests in and assisted living units and 20 memory care units with manages more than $50 billion in real estate properties and 100% occupancy. The Canton property opened in securities worldwide. mid-2015 with 65 AL units and 22 MC units. Senior Living Residences developed both properties.

ANNOUNCEMENT DATE: December 21, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Combined there are 137,919 square feet. Senior Living Residences will continue to operate the Boston-area communities and will have a joint-venture ownership interest in them. To finance the deal, CBRE secured a $49.6 million non-recourse five-year loan, with a fixed interest rate, from a life insurance company.

TARGET: 4 skilled nursing facilities ACQUIRER: Mid-Atlantic Health Care, LLC

LISTING: Private LISTING: Private LOCATION: Various, Maryland CEO: Dr. Scott Rifkin PHONE: 410-308-2300 UNITS: 571 (beds) 1922 Greenspring Dr., Ste.3 FAX: 410-308-4999 REVENUE: Timonium, Maryland 21093-7603 NET INCOME: WEB SITE: www.mahcltc.com

The four skilled nursing facilities, which combined Mid-Atlantic Health Care was founded in 2003 by Dr. Scott Rifkin. have 571 beds, are located in Frederick, The company now operates about 21 health care facilities with more Cumberland, Hagerstown and Westernport. They than 3,600 beds. are owned by the Magnolia group, a regional owner/operator.

ANNOUNCEMENT DATE: December 21, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

With this acquisition, Mid-Atlantic boosts its fully integrated western Maryland skilled nursing and rehab network. Magnolia will continue to provide rehab services at the facilities through its affiliate Magnolia Rehabilitation Services LLC.

The Health Care M&A Report, 4th Quarter, 2015 161 TARGET: Sunnybrook Village Senior ACQUIRER: Northbridge Companies Community LISTING: Private LISTING: Private LOCATION: Brunswick, Maine CEO: PHONE: 781-272-2424 UNITS: 51 71 Third Avenue FAX: REVENUE: Burlington, Massachusetts 01803 NET INCOME: WEB SITE: http://www.northbridgecos.com/

Opened in June 2003, this independent Northbridge Companies acquires, develops and operates senior living/assisted living community is located near living communities in the New England. It currently owns 15 Mid Coast Hospital and is two miles from the properties in Massachusetts, New Hampshire and Maine. buyer's 60-unit memory care community.

ANNOUNCEMENT DATE: December 21, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition is part of a $65 million investment in the state of Maine by the buyer, which also includes developing three new senior living communities in the towns of Westbrook, Wells and Brunswick. Northbridge expects to spend $400,000 on improvements to Sunnybrook.

TARGET: Sunnycrest ACQUIRER: DiNapoli Capital Partners

LISTING: Private LISTING: Private LOCATION: Fullerton, California CEO: F. Matthew DiNapoli PHONE: 408-971-1680 UNITS: 130 3021 Citrus Circle, Ste. 130 FAX: 408-971-2920 REVENUE: $ 4,760,000 (tr.6 mo., Walnut Creek, California 94598 annualized) NET INCOME: $ 2,034,000 (adj. WEB SITE: www.dinapolicapital.com EBITDAR)

Built in 1988, with a 2014 renovation to the lobby DiNapoli Capital Partners is a privately held real estate investment and common areas, this assisted living community firm engaged in the acquisition, development and management of has 91,249 square feet on about two acres. hotels, multifamily, office and seniors housing. DNC started its Occupancy was 84% and the census is 100% private seniors housing platform in 2012. pay.

ANNOUNCEMENT DATE: December 22, 2015 PRICE: $ 37,000,000 PRICE PER UNIT: $ 284,615 TERMS: PRICE/REVENUE: 7.77 PRICE/INCOME: 18.19

The financials above are trailing six months ending July 31, 2015, annualized, figures. The buyer expects to increase occupancy to 95% and raise monthly rents from $2,400 for studios and $3,500 for one-bedroom units to $2,700 and $3,800, respectively. Evans Senior Investments handled the transaction, which closed on December 16.

The Health Care M&A Report, 4th Quarter, 2015 162 TARGET: 2 senior living communities ACQUIRER: Joint venture

LISTING: Nonprofit LISTING: Public LOCATION: Various, Texas CEO: PHONE: UNITS: 292 FAX: REVENUE: NET INCOME: WEB SITE:

Both owned by Lutheran Social Services of the The joint venture is between Brookdale Senior Living and HCP. South, these properties include a 206-unit CCRC in Spring and an 86-unit independent living community in Victoria.

ANNOUNCEMENT DATE: December 23, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

With this transaction, and another concurrent one where Prime Life Communities purchased a 49-unit assisted living community in Lubbock, the seller was able to retire all of its outstanding debt and retain net proceeds to fund its mission. Cain Brothers handled the transaction, which closed on December 22.

TARGET: Shasta View Nursing Center ACQUIRER: Dakavia

LISTING: Private LISTING: Private LOCATION: Weed, California CEO: Kent Emory PHONE: UNITS: 59 (beds) 850 Promontory Place FAX: REVENUE: Salem, Oregon 97302 NET INCOME: WEB SITE: www.dakavia.com/

Owned by Meridian Foresight Management, this Dakavia owns and operates a number of senior care facilities, skilled nursing facility is both Medicare and Medi- primarily in Oregon. Cal certified. However, it is on the Special Facility Focus list, as it has a history of serious quality issues.

ANNOUNCEMENT DATE: December 23, 2015 PRICE: $ 4,130,000 PRICE PER UNIT: $ 70,000 TERMS: PRICE/REVENUE: PRICE/INCOME:

This is Meridian's last facility in northern California, having previously sold eight of its other facilities earlier this year. Dakavia, which primarily operates in Oregon, is looking to expand its California portfolio. The JCH Group handled the transaction.

The Health Care M&A Report, 4th Quarter, 2015 163 TARGET: Wedgewood South ACQUIRER: Prime Life Communities

LISTING: Nonprofit LISTING: Private LOCATION: Lubbock, Texas CEO: Greg Blanchard PHONE: 225-927-4243 UNITS: 49 7516 Blubonnet Blvd, PMB127 FAX: REVENUE: Baton Rouge, Louisiana 70810 NET INCOME: WEB SITE: www.primelifecommunities.com

Owned by Lutheran Social Services of the South, Prime Life Communities designs, builds and manages assisted Wedgewood South is a 49-unit assisted living living, independent living and active adult communities with a community. concentration in Texas and Louisiana.

ANNOUNCEMENT DATE: December 23, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

With this transaction, and another concurrent one where a joint venture between Brookdale Senior Living and HCP purchased two Texas senior living communities, the seller was able to retire all of its outstanding debt and retain net proceeds to fund its mission. Cain Brothers handled the transaction, which closed on December 22.

TARGET: Evergreen Health Center ACQUIRER: Athena Health Care Systems

LISTING: Nonprofit LISTING: Private LOCATION: Stafford, Connecticut CEO: Lawrence G. Santilli PHONE: 860-751-3900 UNITS: 180 (beds) 135 South Road FAX: 860-751-3905 REVENUE: $ 16,300,000 -2013 Farmington, Connecticut 06032 NET INCOME: $ 600,000 (approx. WEB SITE: www.athenahealthcare.com EBITDA)

The skilled nursing facility is located on the campus Athena Health Care is one of the largest post-acute providers in of Johnson Memorial Medical Center, and is owned New England, with 19 nursing facilities in Connecticut, 18 in and operated by the hospital. It was built in 1989 Massachusetts and five in Rhode Island. It also provides hospice with a 30-bed addition in 2008, and there is now a services and has a few assisted living centers. total of 83,624 square feet.

ANNOUNCEMENT DATE: December 30, 2015 PRICE: $ 5,000,000 Not disclosed PRICE PER UNIT: $ 27,778 TERMS: PRICE/REVENUE: .31 PRICE/INCOME: 8.33

The facility has an outstanding bank loan of $14.2 million secured by several mortgages. The land was not included in the sale. Medicaid was 65% of census, Medicare was 15%. The 30-bed unit had been closed. The hospital was in bankruptcy protection. It closed in December.

The Health Care M&A Report, 4th Quarter, 2015 164 TARGET: 2 assisted living ACQUIRER: Private owner communities LISTING: Private LISTING: Private LOCATION: Findlay & Springfield, Ohio CEO: PHONE: UNITS: 147 FAX: REVENUE: $ 3,681,000 Kentucky NET INCOME: $ 33,000 (EBITDA) WEB SITE:

Built in 1984, the 71-unit Findlay assisted living community has 52,591 square feet on 3.9 acres and was 78% occupied. Built in 1989, the 76-unit Springfield property has 53,382 square feet on 5.4 acres and was 82% occupied.

ANNOUNCEMENT DATE: December 31, 2015 PRICE: $ 6,250,000 PRICE PER UNIT: $ 42,517 TERMS: PRICE/REVENUE: 1.70 PRICE/INCOME: 189.39

The Findlay property was losing approximately $117,000 on $1.8 million of revenues, while the Springfield property was earning about $150,000 in EBITDA on $1.9 million of revenues. Senior Living Investment Brokerage handled the transaction, which closed on December 31.

TARGET: 2 senior care facilities ACQUIRER: Ide Management Group, LLC

LISTING: Public LISTING: Private LOCATION: Sioux City, Iowa CEO: Mark Ide PHONE: 317-670-1577 UNITS: 222 (beds/units) 5430 West US Highway 40 FAX: 317-894-5626 REVENUE: $ 5,250,000 Greenfield, Indiana 46256 NET INCOME: $ 72,000 (EBITDA) WEB SITE: www.imgcares.com

Owned by a public REIT, there is a 160-bed skilled Ide Management Group, LLC is a regionally-based operator of nursing/assisted living facility built in 1965 and skilled nursing and assisted living facilities. It operates more than 2003 that has 68,457 square feet on 8.5 acres. The 25 facilities in Indiana, Illinois and Wisconsin. 62-unit independent living community was built in 1936 and 1986 and has 45,553 square feet on 5.4 acres.

ANNOUNCEMENT DATE: December 31, 2015 PRICE: $ 3,100,000 PRICE PER UNIT: $ 13,964 TERMS: PRICE/REVENUE: .59 PRICE/INCOME: 43.06

Located one-half mile from each other in Sioux City, Iowa, the facilities were underperforming. The SNF/ALF was just 35% occupied as a result of a portion of the building not being sprinklered. On the other hand, the IL community was 74% occupied. The census was 66% private pay, 21% Medicaid, 10% Medicare and 3% hospice or other payor type. The buyer plans to invest in the SNF physical plant and invest in a sprinkler system. Senior Living Investment Brokerage handled the transaction, which closed on December 31.

The Health Care M&A Report, 4th Quarter, 2015 165 TARGET: Courtyard Fountains ACQUIRER: American Realty Capital Healthcare Trust-II

LISTING: Private LISTING: Nonprofit LOCATION: Gresham, Oregon CEO: Tom D'Arcy PHONE: 212-415-6500 UNITS: 252 405 Park Avenue, 15th Fl. FAX: REVENUE: $ 8,200,000 (estimated New York, New York 10022 2015) NET INCOME: $ 3,300,000 (estimated WEB SITE: www.americanrealtycap.com EBITDA)

The senior living community was built in stages ARC Healthcare Trust-II is the second healthcare REIT that has between 1996 and 2010 with $2.4 million of been formed by the sponsor, and is part of the American Realty renovations in 2012. It has 208 independent living Capital family of companies and non-traded REITs. units and 44 assisted living units. Occupancy was near 93%, and there are 255,782 square feet.

ANNOUNCEMENT DATE: December 31, 2015 PRICE: $ 55,500,000 PRICE PER UNIT: $ 220,238 TERMS: PRICE/REVENUE: 6.77 PRICE/INCOME: 16.82

The seller was a joint venture between The Freshwater Group and Prudential Real Estate Investors, and they purchased the community in December 2012 for $39.45 million. In the current sale, they were represented by CBRE, and it closed on December 1. The buyer has hired Frontier Management to operate the community.

TARGET: Fox Ridge portfolio ACQUIRER: American Realty Capital Healthcare Trust-II

LISTING: Private LISTING: Private LOCATION: Little Rock, Arkansas CEO: Tom D'Arcy PHONE: 212-415-6500 UNITS: 295 405 Park Avenue, 15th Fl. FAX: REVENUE: $ 15,000,000 (in-place) New York, New York 10022 NET INCOME: $ 5,000,000 (EBITDA, in- WEB SITE: www.americanrealtycap.com place)

Two properties are located in Little Rock and one in ARC Healthcare Trust-II is the second healthcare REIT that has Bryant. Built in 2000, 2006 and 2008, the assisted been sponsored by the sponsor, and is part of the American Realty living/memory care communities are 98.8% Capital family of companies and non-traded REITs. occupied and almost all private pay. There are 263 AL units, 24 MC units and 8 independent living duplexes.

ANNOUNCEMENT DATE: December 31, 2015 PRICE: $ 69,000,000 PRICE PER UNIT: $ 233,898 TERMS: PRICE/REVENUE: 4.60 PRICE/INCOME: 13.80

The seller is a local investor group, which built two of the communities and previously acquired one. These are the highest quality assets in the market, and the high operating margin reflects that. The buyer will retain Ox Ridge Management, an affiliate of the seller, to operate. The transaction closed on December 29.

The Health Care M&A Report, 4th Quarter, 2015 166 TARGET: Harbour Pointe Retirement ACQUIRER: Capitol Seniors Housing

LISTING: Private LISTING: Private LOCATION: Mukilteo, Washington CEO: Scott Stewart PHONE: 202-469-8400 UNITS: 107 975 F Street NW, 9th Fl FAX: 202-469-8407 REVENUE: $ 4,800,000 (approximate) Washington, D.C. 20004 NET INCOME: $ 2,020,000 (T-12 WEB SITE: www.capitolseniorshousing.com EBITDA)

Harbour Pointe is a senior living community with Capitol Seniors Housing and its joint venture partner, Harvard about 50% of its units independent living and 50% Endowment Company, own seniors housing communities and hire assisted living. It was built in phases in 2000 and third-party managers to operate them. In this transaction, they will 2004 and occupancy has been between 86% and be hiring Milestone Retirement Communities. 90% in 2015. Mukilteo is outside Seattle.

ANNOUNCEMENT DATE: December 31, 2015 PRICE: $ 29,125,000 PRICE PER UNIT: $ 272,196 TERMS: PRICE/REVENUE: 6.07 PRICE/INCOME: 14.42

This represents the second community purchased by Capitol Seniors Housing in the Seattle MSA. They plan to gradually increase the number of assisted living units over time, and also plan to invest up to $1.0 million in capital improvements. Senior Living Investment Brokerage handled the transaction, which closed on December 21.

TARGET: Lexington at Tazewell ACQUIRER: In-state operator

LISTING: Private LISTING: Private LOCATION: Tazewell, Virginia CEO: PHONE: UNITS: 42 FAX: REVENUE: Virginia NET INCOME: WEB SITE:

Built in 1989, with an addition in 1994, the assisted This Virginia-based assisted living and skilled nursing operator has living/memory care community was closed for five other locations in the state. significant renovations in 2014. But, it never reopened and the lender foreclosed on the developer after the project was completed. It has 33,480 square feet on 5.3 acres.

ANNOUNCEMENT DATE: December 31, 2015 PRICE: $ 2,150,000 PRICE PER UNIT: $ 51,190 TERMS: PRICE/REVENUE: PRICE/INCOME:

In this community, there are 28 units with private bathrooms and 14 with shared. Also, 12 units are dedicated to memory care. The community's license was approved upon change of ownership, so the buyer plans to lease-up throughout 2016. Senior Living Investment Brokerage handled the transaction, which closed on December 28.

The Health Care M&A Report, 4th Quarter, 2015 167 TARGET: Redstone Villa ACQUIRER: Family-owned business

LISTING: Private LISTING: Private LOCATION: St. Albans, Vermont CEO: PHONE: UNITS: 30 (beds) FAX: REVENUE: $ 2,233,000 Vermont NET INCOME: $ 11,000 (EBITDA) WEB SITE:

Built in 1969, this home-like skilled nursing facility The local family-owned business operates another seniors features two private rooms, 11 semi-privates and 2 housing/long-term care community in St. Albans. three-bed wards. It neighbors a local hospital and sits on just a half acre. Occupancy was 81%, the quality mix was around 50%, and there are 13,162 square feet.

ANNOUNCEMENT DATE: December 31, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

A regional skilled nursing owner sold this facility because it was the smallest in its portfolio and offered no room to expand. The facility has three stories with no elevator, so most of the patient rooms are on the first floor and residents use a chair lift to get to the second floor. Administrative offices are on the third floor. Although it had undergone significant capex, the buyer discovered more needed renovations. Senior Living Investment Brokerage handled the transaction, which closed on December 1. TARGET: Renaissance on Peachtree ACQUIRER: American Realty Capital Healthcare Trust-III

LISTING: Private LISTING: Private LOCATION: Atlanta, Georgia CEO: Tom D'Arcy PHONE: 212-415-6500 UNITS: 229 405 Park Avenue, 15th Fl. FAX: REVENUE: $ 10,300,000 (estimated) New York, New York 10022 NET INCOME: $ 4,100,000 (estimated WEB SITE: www.americanrealtycap.com EBITDA)

This community was built in 1987 and has 165 ARC Healthcare Trust-III is the third healthcare REIT that has been independent living and 64 assisted living units. The formed by the sponsor, and is part of the American Realty Capital seller recently put in $8.1 million of renovations. family of companies and non-traded REITs. Occupancy was nearing 94%, and there are a total of 285,000 square feet plus a 65,000 square foot parking garage.

ANNOUNCEMENT DATE: December 31, 2015 PRICE: $ 78,600,000 PRICE PER UNIT: $ 343,231 TERMS: PRICE/REVENUE: 7.63 PRICE/INCOME: 19.17

As the renovated units have been turning over the community has been able to charge higher rents, but that is not fully reflected in the $4.1 million EBITDA above. As a result, the cash flow for the buyer in 2016 is expected to increase to $5.0 million. The seller was a partnership between The Carlyle Group and Formation Development, which purchased the community in March 2012 for $27.5 million, when occupancy was 70%. CBRE represented the seller in the current transaction, which closed on December 15, and The Arbor Group will remain as the manager.

The Health Care M&A Report, 4th Quarter, 2015 168 TARGET: Windchime at the Village ACQUIRER: Private owner/operator

LISTING: Private LISTING: Private LOCATION: Kingsland, Texas CEO: PHONE: UNITS: 60 FAX: REVENUE: $ 1,872,000 Dallas/Fort Worth, Texas NET INCOME: $ 245,000 (EBITDA) WEB SITE:

Windchime is a 60-unit assisted living community The buyer is an independent owner/operator based in the with a license for 72 beds. It was built in 1997 with Dallas/Fort Worth area. 35,030 square feet on 7.87 acres. Occupancy was about 73%. Kingsland is located 65 miles northwest of Austin.

ANNOUNCEMENT DATE: December 31, 2015 PRICE: $ 3,785,000 PRICE PER UNIT: $ 63,083 TERMS: PRICE/REVENUE: 2.02 PRICE/INCOME: 15.45

Senior Living Investment Brokerage represented the seller in the transaction, a Texas-based owner/operator that focuses on the skilled nursing market, which prompted the sale. The transaction closed on December 30.

The Health Care M&A Report, 4th Quarter, 2015 169

MANAGED CARE

TARGET: UAM's Traditional ACQUIRER: Nassau Reinsurance Group Insurance business LISTING: NYSE: UAM LISTING: Private LOCATION: White Plains, New York CEO: Phillip J. Gass PHONE: UNITS: 450 Park Avenue FAX: REVENUE: New York, New York 10022 NET INCOME: WEB SITE: www.nsre.com

Universal American Corp. is selling its Traditional Nassau Reinsurance was launched in April 2015 and is backed by Insurance business, consisting of a closed block of Golden Gate Capital, a private investment firm with more than $15 insurance products, including Medicare supplement, billion of committed capital. other senior health insurance, specialty health insurance and life insurance, including long-term care policies.

ANNOUNCEMENT DATE: October 8, 2015 PRICE: $ 63,000,000 PRICE PER UNIT: TERMS: All-cash transaction. Nassau will also PRICE/REVENUE: fund $20 million in equity capital to PRICE/INCOME: support the transaction and strengthen the business moving forward. The Traditional Insurance business includes Universal American subsidiaries Constitution Life Insurance Company and The Pyramid Life Insurance Company, as well as a portion of business written by American Progressive Life & Health Insurance Company of New York. Debevoise & Plimpton LLC is acting as legal advisor to Nassau. This transaction is expected to close in early 2016.

TARGET: Medicaid business of Loyola ACQUIRER: Molina Healthcare, Inc. Physician Partners LISTING: Private LISTING: NYSE: MOH LOCATION: Chicago, Illinois CEO: Dr. Joseph Mario PHONE: 562-435-3666 Molina UNITS: 200 Oceangate, Ste. 100 FAX: REVENUE: Long Beach, California 90802 NET INCOME: WEB SITE: www.molinahealthcare.com

Loyola Physician Partners LLC, through a Molina Healthcare subsidiary Molina Healthcare of Illinois, Inc. is subsidiary, provides a medical home for acquiring the Medicaid business of Loyola Physician Partners. On a approximately 20,000 members in the Medicaid trailing 12-month basis, MOH generated revenue of $11.6 billion, Family Health program in Cook County. Loyola EBITDA of $416 million and net income of $117 million. Physician Partners is solely owned by the Loyola University Health System.

ANNOUNCEMENT DATE: October 9, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Cash on hand. PRICE/REVENUE: PRICE/INCOME:

As part of the transaction, Molina Healthcare of Illinois will receive the right to transition Loyola's Medicaid members in Cook Country and assume certain assets related to the operation of the Medicaid business. The closing of the transaction is expected to occur in the first quarter of 2016.

The Health Care M&A Report, 4th Quarter, 2015 173 TARGET: HealthPlus of Michigan ACQUIRER: Health Alliance Plan

LISTING: Nonprofit LISTING: Nonprofit LOCATION: Flint, Michigan CEO: James Connelly PHONE: 313-872-8100 UNITS: 2850 West Grand Blvd. FAX: REVENUE: Detroit, Michigan 48202 NET INCOME: WEB SITE: www.hap.org

HealthPlus of Michigan was formed in 1979 and Health Alliance Plan is a subsidiary of the Henry Ford Health manages healthcare coverage and wellness System that provides coverage to individuals, companies and programs for members inside and outside the state. organizations. Its product portfolios include employer group plans, It provides health insurance plans to large and small Medicare and Medicaid, and individual plans. employers, families and individuals.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: Merger PRICE PER UNIT: TERMS: A letter of intent was signed on October PRICE/REVENUE: 2, 2015, and a definitive agreement was PRICE/INCOME: reached on November 2. The merger will establish one of the largest health insurers in Michigan. HealthPlus members will still have access to the same provider networks, coverage and services they have at present. Both HealthPlus and HAP intend to maintain their individual and employer group customers and partnerships each has formed over the years. January 1, 2016 is the planned effective date for this transaction.

TARGET: Clarity Health ACQUIRER: SCI Solutions

LISTING: Private LISTING: Private LOCATION: Seattle, Washington CEO: Joel French PHONE: 408-378-0262 UNITS: 655 Campbell Technology FAX: Parkway, Suite 250 REVENUE: Campbell, California 95008 NET INCOME: WEB SITE: www.scisolutions.com

Clarity Health is a leading insurance SCI operates a cloud-based service for a network of hospitals and preauthorization and referral management solution independent providers. Provider networks utilize SCI’s service to for medical practices, hospitals and health systems. coordinate patient care transitions, schedule patients, automate referrals and manage orders.

ANNOUNCEMENT DATE: November 3, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The combination of Clarity Health and SCI Solutions creates one of the largest referral management and care coordination software firms in the industry, serving more than 10,000 physician practices and 700 hospitals, health systems and imaging centers in 275 geographic markets across the United States. Columbia Pacific Advisors and ORIX Ventures participated in the transaction, as did current SCI investors The Wicks Group and New Enterprise Associates. The combined company will be headquartered in Seattle.

The Health Care M&A Report, 4th Quarter, 2015 174 TARGET: Medicaid business of ACQUIRER: Molina Healthcare, Inc. Columbia United Providers LISTING: Private LISTING: NYSE: MOH LOCATION: Vancouver, Washington CEO: Dr. Joseph Mario PHONE: 562-435-3666 Molina UNITS: 200 Oceangate, Ste. 100 FAX: REVENUE: Long Beach, California 90802 NET INCOME: WEB SITE: www.molinahealthcare.com

Columbia United Providers, Inc. (CUP). CUP Molina Healthcare subsidiary Molina Healthcare of Washington, provides coverage for medical services throughout Inc. is acquiring the Medicaid business of Columbia United the Southwest Region of Washington serving more Providers, Inc. On a trailing 12-month basis, MOH generated than 55,000 Medicaid members in Clark County. revenue of $12.7 billion, EBITDA of $489.9 million and net income of $147.2 million.

ANNOUNCEMENT DATE: November 12, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Cash on hand. PRICE/REVENUE: PRICE/INCOME:

As a part of the transaction, Molina Healthcare of Washington will receive the right to assume CUP’s Medicaid membership in the state of Washington, as well as certain other rights and assets related to the operation of the Medicaid business. The transaction is expected to close during the first quarter of 2016.

TARGET: Medicaid and MIChild ACQUIRER: Molina Healthcare, Inc. businesses of HAP Midwest LISTING: Private LISTING: NYSE: MOH LOCATION: Dearborn, Michigan CEO: Dr. Joseph Mario PHONE: 562-435-3666 Molina UNITS: 200 Oceangate, Ste. 100 FAX: REVENUE: Long Beach, California 90802 NET INCOME: WEB SITE: www.molinahealthcare.com

HAP Midwest Health Plan, Inc. is a wholly owned Molina Healthcare subsidiary Molina Healthcare of Michigan, Inc. subsidiary of Health Alliance Plan (HAP) and the is acquiring certain assets of HAP's Medicaid and MIChild Henry Ford Health System, based in southeastern businesses. On a trailing 12-month basis, it generated revenue of Michigan. It currently arranges health care services $12.7 billion, EBITDA of $489.9 million and net income of $147.3 for approximately 85,000 Medicaid and MIChild million. members.

ANNOUNCEMENT DATE: November 24, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Cash on hand. PRICE/REVENUE: PRICE/INCOME:

As a part of the transaction, Molina Healthcare of Michigan will receive the right to assume certain assets related to HAP Midwest’s Medicaid and MIChild businesses in Regions 9 and 10 of the State of Michigan and transition those members to Molina Healthcare of Michigan. The closing of the transaction is expected to coincide with the start of Molina’s new managed care contract with the State of Michigan for the Comprehensive Health Care Program on January 1, 2016.

The Health Care M&A Report, 4th Quarter, 2015 175 TARGET: Medicaid business of Better ACQUIRER: Molina Healthcare, Inc. Health Network LISTING: Private LISTING: NYSE: MOH LOCATION: Chicago, Illinois CEO: Dr. Joseph Mario PHONE: 562-435-3666 Molina UNITS: 40,000 Medicaid members 200 Oceangate, Ste. 100 FAX: REVENUE: Long Beach, California 90802 NET INCOME: WEB SITE: www.molinahealthcare.com

Better Health Network, LLC is an Accountable Molina Healthcare subsidiary Molina Healthcare of Illinois Inc. is Care Entity owned and operated by several local acquiring the Medicaid assets of Better Health Network. On a Chicago providers. It serves nearly 40,000 members trailing 12-month basis, MOH generated revenue of $12.7 billion, in the Medicaid Family Health program in Cook EBITDA of $489.9 million and net income of $147.3 million. County.

ANNOUNCEMENT DATE: November 30, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Financed with available cash. PRICE/REVENUE: PRICE/INCOME:

As part of the transaction, Molina Healthcare of Illinois will receive the right to transition Better Health's Medicaid members in Cook County and assume certain assets related to the operation of the Medicaid business. This transaction is expected to close in the second quarter of 2016.

TARGET: Avanti Healthcare ACQUIRER: Chase Templeton

LISTING: Private LISTING: Private LOCATION: United Kingdom CEO: PHONE: 44 800 018 3633 UNITS: 5, Arkwright Court, FAX: Commercial Road REVENUE: Darwen, Lancashire, United Kingdom BB3 0FG NET INCOME: WEB SITE: www.chasetempleton.co.uk

Avanti Healthcare was founded in 1996 by CEO Chase Templeton is one of the UK's leading health insurance and Glen Smith, who is exiting the insurance business to protection specialists. It protects more than 110,000 lives through focus on his Avanti Travel Insurance business. both individual and company medical plans.

ANNOUNCEMENT DATE: December 3, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The acquisition brings a further £6.8m of annual premium income (API) and over 1,500 clients to the business. Following a series of acquisitions, including major deals with Atlas Consulting Group and Consilium Employee Benefits, Chase Templeton has now added some £40m API to its books in the last three months and £55m in 2015 as a whole.

The Health Care M&A Report, 4th Quarter, 2015 176 TARGET: Group Health Cooperative ACQUIRER: Kaiser Permanente

LISTING: Nonprofit LISTING: Nonprofit LOCATION: Seattle, Washington CEO: Bernard J. Tyson PHONE: 510-271-5800 UNITS: 590,000 (members) Kaiser Plaza, 19th Floor FAX: REVENUE: $3,700,000,000 (annual, 2014) Oakland, California 94612 NET INCOME: WEB SITE: kaiserpermanente.org

Group Health Cooperative is a nationally Kaiser Permanente serves more than 10 million members in eight recognized health system offering both care states and the District of Columbia. It is one of the country's leading delivery and insurance coverage. It covers nearly health care providers and a not-for-profit health plan. 590,000 patients throughout Washington state.

ANNOUNCEMENT DATE: December 4, 2015 PRICE: $1,800,000,000 PRICE PER UNIT: $ 3,051 TERMS: The money will create a new PRICE/REVENUE: .49 community foundation as part of the PRICE/INCOME: transaction. The combination will advance the growth of the integrated model for health care and coverage together and expand Kaiser Permanente's reach, adding nearly 590,000 members. Pending approvals by Group Health's voting membership and regulatory entities, the organization would become fully integrated with Kaiser and operate as a new, eighth region.

TARGET: Managed HealthCare ACQUIRER: Arthur J. Gallagher & Co. Solutions LISTING: Private LISTING: NYSE: AJG LOCATION: Atlanta, Georgia CEO: J. Patrick Gallagher PHONE: 630-773-3800 Jr. UNITS: 2 Pierce Place FAX: REVENUE: Itasca, Illinois 60143 NET INCOME: WEB SITE: www.ajg.com

Managed HealthCare Solutions provides employee Arthur J. Gallagher & Co. provides insurance brokerage and risk benefit consultation, management and brokerage management services in the U.S. and worldwide. On a trailing 12- services for clients throughout the southern United month basis, it generated revenue of $5.2 billion, EBITDA of States. $742.4 million and net income of $346.0 million.

ANNOUNCEMENT DATE: December 18, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Managed HealthCare Solutions specializes in cost management, employee engagement and creative plan design and funding arrangements for group health insurance programs. Its services complement Arthur J. Gallagher's presence in the southern United States.

The Health Care M&A Report, 4th Quarter, 2015 177 TARGET: Avesis Incorporated ACQUIRER: Guardian Life Insurance

LISTING: OTC: AVSS LISTING: Private LOCATION: Phoenix, Arizona CEO: Deanna M. Mulligan PHONE: 888-482-7342 UNITS: 7 Hanover Square FAX: REVENUE: $ 9,560,000 (ttm, 2015) New York, New York 10004 NET INCOME: $- 1,110,000 (ttm, WEB SITE: www.guardianlife.com EBITDA)

Avesis Incorporated provides vision, dental and Guardian Life Insurance Company of America is one of the nation's hearing plans, with 3 million members administered largest mutual life insurers, with $6.8 billion in capital and $1.3 under Medicaid, CHIP and Medicare Advantage billion in operating income in 2014. programs and 1.5 million covered by group vision programs.

ANNOUNCEMENT DATE: December 21, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Avesis has partnerships with managed care organizations holding government contracts in 21 states. This acquisition strengthens Guardian's government programs business with an experienced management team, a scalable operating and technology platform, existing relationships with managed care organizations and a broad product portfolio.

TARGET: EmblemHealth's MLTC ACQUIRER: GuildNet plans LISTING: Private LISTING: Nonprofit LOCATION: New York, New York CEO: Dr. Alan R. Morse PHONE: 800-932-4703 UNITS: 2,000 (members) 15 West 65th Street FAX: REVENUE: New York, New York 10023 NET INCOME: WEB SITE: www.guildnetny.org

EmblemHealth is the largest health insurance GuildNet provides managed long-term care plans for frail and provider based in New York State. In November chronically ill New Yorkers, as well as Medicaid Advantage Plus 2015, it announced it would no longer provide (MAP) plans and Fully Integrated Dual Advantage Plans (FIDA). It Managed Long Term Care (MLTC) to nearly 2,000 has more than 18,000 members. members.

ANNOUNCEMENT DATE: December 22, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

GuildNet offers health plans for people who have Medicare and Medicaid and qualify for nursing-home-level care, but are able to continue to live safely in their communities with support from GuildNet. Cain Brothers served as sole advisor to EmblemHealth in connection with the sale and assisted in initiating, structuring and negotiating the transaction.

The Health Care M&A Report, 4th Quarter, 2015 178

MEDICAL DEVICES

TARGET: Cardea Associates, Inc. ACQUIRER: Cardiac Insight, Inc.

LISTING: Private LISTING: Private LOCATION: Seattle, Washington CEO: Brad Harlow PHONE: 206-442-3098 UNITS: 2002 156th Avenue NE FAX: REVENUE: Bellevue, Washington 98105 NET INCOME: WEB SITE:

Cardea Associates works to improve screening for Cardiac Insight, Inc. develops advanced body-worn sensing and heart health. CardeaScreen™ is a proprietary computing technologies for applications in cardiology, respiratory diagnostic product that measures and records the and other complex disease states. electrical activity of the heart and aids the physician to make a determination of the risks associated with sudden cardiac arrest.

ANNOUNCEMENT DATE: October 1, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Cardea Associates brings to market compelling ECG technologies that greatly enhance the ECG data for the purpose of finding potential life threatening conditions in young athletes. CardeaScreen™ is aligned very well with Cardiac Insight's field of expertise. Cardiac Insight is looking to introduce body worn sensing technologies in the future and CardeaScreen™ will help this goal.

TARGET: nContact ACQUIRER: AtriCure, Inc.

LISTING: Private LISTING: NASDAQ: ATRC LOCATION: Morrisville, North Carolina CEO: Michael H. Carrel PHONE: 513-755-4100 UNITS: 6217 Centre Park Drive FAX: REVENUE: $ 8,200,000 2014 West Chester, Ohio 45069 NET INCOME: WEB SITE: www.atricure.com nContact’s mission is to transform the underserved AtriCure develops and manufactures methods to ablate tissue during arrhythmia market through the advancement of less surgical procedures to create precision lesions. On a trailing 12- invasive ablation alternatives for cardiac month basis, it generated revenue of $117.9 million and a net loss of arrhythmias. $16.0 million.

ANNOUNCEMENT DATE: October 4, 2015 PRICE: $ 99,020,000 Approximate PRICE PER UNIT: TERMS: nContact will receive an upfront PRICE/REVENUE: 12.08 payment of 3.7 million shares of PRICE/INCOME: AtriCure common stock, valued at $24.60 per share, and approximately $8 million in cash. There's a $50 million in additional contingent consideration drug trial and approval. nContact shareholders are entitled to additional sales-based contingent consideration on revenue in excess of an annual growth rate of greater than 25% through 2019. The transaction will combine two companies committed to solving the challenges associated with the most serious forms of Afib. nContact had 2014 revenues of $8.2 million and is projected to grow approximately 25% in 2015. The transaction closed on October 13, 2015.

The Health Care M&A Report, 4th Quarter, 2015 181 TARGET: Excelsior Medical ACQUIRER: ICU Medical, Inc. Corporation LISTING: Private LISTING: NASDAQ: ICUI LOCATION: Neptune, New Jersey CEO: Vivek Jain PHONE: 949-366-2183 UNITS: 951 Calle Amanecer FAX: 946-366-8368 REVENUE: San Clemente, California 92673 NET INCOME: WEB SITE: www.icumed.com

Excelsior Medical, a portfolio company of ICU Medical develops, manufactures and sells medical devices used RoundTable Healthcare Partners, manufactures in infusion therapy, oncology and critical care applications. On a healthcare devices used to disinfect and protect trailing 12-month basis, it generated revenue of $320.7 million, access into a patient's bloodstream. It developed the EBITDA of $82.7 million and net income of $37.1 million. SwabCap® and SwabFlush® products.

ANNOUNCEMENT DATE: October 5, 2015 PRICE: $ 59,500,000 PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Concurrent with this acquisition, ICU Medical sold the operating assets of SwabFlush and other products to Medline Industries, Inc. for $27 million. Both transactions are expected to close within a week.

TARGET: Operating assets of ACQUIRER: Medline Industries, Inc. SwabFlush® LISTING: NASDAQ: ICUI LISTING: Private LOCATION: San Clemente, California CEO: Charlie Mills PHONE: 847-949-5500 UNITS: One Medline Place FAX: 800-351-1512 REVENUE: Mundelein, Illinois 60060 NET INCOME: WEB SITE: www.medline.com

ICU Medical, Inc. is selling the operating assets of Medline Industries is a global manufacturer and distributor of SwabFlush®, a product line it acquired when it medical supplies and clinical solutions. purchased Excelsior Medical Corporation from RoundTable Healthcare Partners on October 5, 2015.

ANNOUNCEMENT DATE: October 5, 2015 PRICE: $ 27,000,000 PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This transaction was announced concurrent with ICU Medical's $59.5 million acquisition of medical device maker Excelsior Medical. SwabFlush was developed by Excelsior and is used to disinfect and protect access to a patient's bloodstream.

The Health Care M&A Report, 4th Quarter, 2015 182 TARGET: Alfa Rhythm Ltd. ACQUIRER: Generex Biotechnology Corporation

LISTING: Private LISTING: OTCQB: GNBT LOCATION: Worcester, Massachusetts CEO: Mark A. Fletcher PHONE: 416-364-2551 UNITS: 555 Richomond Street W., Ste. FAX: 647-547-7104 604 REVENUE: Toronto, Ontario M5V 3B1 NET INCOME: WEB SITE: www.generex.com

Alfa Rhythm is a privately held Israeli company Generex Biotechnology is a development-stage company that that has developed a proprietary trans-cranial researches, develops and commercializes drug delivery systems and electro-biometric stimulator for the treatment of technologies for metabolic and immunological diseases. symptoms of attention deficit hyperactivity disorder, depression, anxiety and sleep disorders.

ANNOUNCEMENT DATE: October 6, 2015 PRICE: $ 5,000,000 PRICE PER UNIT: TERMS: A 51% equity interest in Alfa, to be paid PRICE/REVENUE: in accordance with an Alfa business PRICE/INCOME: plan identifying a timeline, milestones and a budget. Generex will also receive a royalty equal to 8% of gross sales of the products. Alfa intends to initially market its Alfa Rhythm stimulator product as a wellness product in North America and Europe while undertaking the clinical work that is a condition precedent to regulatory approval of the product for the treatment of disorders such as epilepsy and Parkinson's disease.

TARGET: MediTemp Ltd. ACQUIRER: Generex Biotechnology Corporation

LISTING: Private LISTING: OTCQB: GNBT LOCATION: Worcester, Massachusetts CEO: Mark A Fletcher PHONE: 416-364-2551 UNITS: 555 Richmond St. W, Ste. 604 FAX: 647-547-7104 REVENUE: Toronto, Ontario M5V 3B1 NET INCOME: WEB SITE: www.generex.com

MediTemp Ltd. has developed a proprietary cooling Generex Biotechnology is a development-stage company engaged technology designed to improve sperm quality in in the research, development and commercialization of drug men rendered infertile due to varicoceles, an delivery systems and technologies. It has not reported financial for enlargement of the veins in the scrotum. Its chief the fiscal year ending July 31, 2015. product is Varicure.

ANNOUNCEMENT DATE: October 13, 2015 PRICE: $ 5,000,000 PRICE PER UNIT: TERMS: $5 million for a 51% equity interest in PRICE/REVENUE: MediTemp, to be paid in accordance PRICE/INCOME: with a MediTemp business plan identifying timeline, milestones and a budget. Generex will also receive a royalty on sales of the products. MediTemp's Varicure product, which has been patented in the United States, Europe and Canada, is a compact, portable and comfortable device that facilitates localized cooling of the testicles to enhance male fertility by improving sperm quality. The anticipated per-unit cost of the Varicure device will be lower than traditional treatments for male infertility and will obviate surgical intervention.

The Health Care M&A Report, 4th Quarter, 2015 183 TARGET: rTMS technology ACQUIRER: Rio Grande Neurosciences

LISTING: Private LISTING: Private LOCATION: Redwood City, California CEO: Steven Gluckstern PHONE: 415-988-7001 UNITS: 732a Chenery Street FAX: REVENUE: San Francisco, California 94131 NET INCOME: WEB SITE: www.riograndeneurosciences.com

Rio Grande Neurosciences acquired Cervel Rio Grande Neurosciences researches, develops and commercializes Neurotech’s multi-coil Transcranial Magnetic a range of non-invasive brain stimulation electroceuticals™. The Stimulation (rTMS) technology, including all company focuses on neurological conditions that are underserved related patent applications, issued patents, by drug-based approaches. trademarks and equipment.

ANNOUNCEMENT DATE: October 20, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The patented rTMS system is based on foundational intellectual property developed at Stanford University. The use of repetitive TMS is a proven and FDA-approved therapy for the treatment of drug resistant major depressive disorder. In addition to treating that condition, Rio Grande and others are conducting clinical research on the use of rTMS as a potential treatment for chronic pain, PTSD, addiction and other diseases. Mitchell Silberberg & Knupp LLP represented Rio Grande Neurosciences.

TARGET: TriVascular Technologies ACQUIRER: Endologix, Inc.

LISTING: NASDAQ: TRIV LISTING: NASDAQ: ELGX LOCATION: Santa Rosa, California CEO: John McDermott PHONE: 949-595-7200 UNITS: 2 Musick FAX: REVENUE: $ 34,720,000 (ttm) Irvine, California 92618 NET INCOME: $- 50,500,000 (EBITDA) WEB SITE: www.endologix.com

TriVascular develops and commercializes Endologix develops and manufactures minimally invasive technologies to significantly advance minimally treatments for aortic disorders. On a trailing 12-month basis, it invasive treatment of abdominal aortic aneurysms. generated revenue of $153.2 million and a net loss of $49.9 million.

ANNOUNCEMENT DATE: October 26, 2015 PRICE: $211,000,000 PRICE PER UNIT: TERMS: The transaction is valued at $9.10 per PRICE/REVENUE: 6.08 TRIV share, or a total of approximately PRICE/INCOME: - 4.18 $211 million, based on Endologix's closing price of $13.81 per share on October 23, 2015. TriVascular will survive the merger as a wholly-owned subsidiary of Endologix. Piper Jaffray is acting as the financial advisor to Endologix and Stradling Yocca Carlson & Rauth is serving as legal counsel. J.P. Morgan Securities is acting as the financial advisor to TriVascular, and Arnold & Porter LLP is serving as legal counsel.

The Health Care M&A Report, 4th Quarter, 2015 184 TARGET: Nipro Diagnostics ACQUIRER: Sinocare Group

LISTING: TYO: 8086 LISTING: SHE: 300298 LOCATION: Fort Lauderdale, Florida CEO: Shaobo Li PHONE: -89936174 UNITS: No. 265, Guyuan Road FAX: -89936175 REVENUE: Changsha, China 410205 NET INCOME: WEB SITE: www.sinocare.com

Nipro Diagnostics, a wholly owned subsidiary of Sinocare Group is fully dedicated to the innovation of biosensor Nipro Corporation, is a global consumer health and technology and promoting diabetic self-management by using blood wellness company that is a leading developer, glucose monitoring systems in China. manufacturer and marketer of advanced performance products for people with diabetes.

ANNOUNCEMENT DATE: October 27, 2015 PRICE: $273,000,000 Approximate PRICE PER UNIT: TERMS: Approximately $273 million in cash. PRICE/REVENUE: PRICE/INCOME:

This transaction combines one of the fastest growing blood glucose monitoring companies in the United States with the fastest growing blood glucose monitoring company in China. Nipro Corporation will continue to purchase certain products in agreed upon markets from Sinocare Group. The transaction closed on January 7, 2016. Upon completion of the acquisition, the company has been renamed Trividia Health.

TARGET: Perseon Corporation ACQUIRER: Galil Medical Inc.

LISTING: NASDAQ: PRSN LISTING: Private LOCATION: Salt Lake City, Utah CEO: Martin J. Emerson PHONE: 651-287-5000 UNITS: 4364 Round Lake Road FAX: 877-510-7757 REVENUE: $ 2,720,000 (ttm) Arden Hills, Minnesota 55122 NET INCOME: $- 13,330,000 (ttm) WEB SITE: www.galilmedical.com

Perseon Corporation, a life sciences company, Galil Medical is a global leader in delivering innovative cryotherapy develops, manufactures, markets and services ablation solutions. The company's products are used by medical systems to treat cancer and benign diseases interventional radiologists and surgeons to ablate cancerous and using heat therapy. non-cancerous tumors affecting the kidney, bone, lung, liver and prostate.

ANNOUNCEMENT DATE: October 27, 2015 PRICE: $ 10,600,000 Approximate PRICE PER UNIT: TERMS: Galil Medical will pay $1.00 per share PRICE/REVENUE: 3.90 in cash, plus $0.02 per warrant for each PRICE/INCOME: - .80 of the publicly traded warrants. In addition to revenue synergies, Gailil Medical expects to realize an estimated reduction of at least $5 million in combined operating expenses from this transaction. With strong revenue growth, attractive gross margins and significant cost savings, it's targeting a positive EBITDA for the combined company by 2017. The transaction is expected to close during the fourth quarter of 2015 or the first quarter of 2016.

The Health Care M&A Report, 4th Quarter, 2015 185 TARGET: MedCore AB ACQUIRER: Karo Bio AB

LISTING: Private LISTING: STO: KARO LOCATION: Kista, Sweden CEO: Anders O. Lonner PHONE: 46 86 08 60 00 UNITS: Halsovagen 7 FAX: 46 87 74 82 61 REVENUE: Huddinge, Sweden 141 57 NET INCOME: WEB SITE: www.karobio.com

MedCore AB markets primarily licensed products Karo Bio Aktiebolag (publ) operates as a research and development to pharmacies and hospitals in the Nordic region. company that specializes in nuclear receptors as target proteins to The products target the therapeutic areas of develop new drugs. On a trailing 12-month basis, it generated diabetes, anesthesia/intensive care and surgery. revenue of $19.1 million and a net loss of $68.6 million.

ANNOUNCEMENT DATE: October 28, 2015 PRICE: $ 2,134,295 PRICE PER UNIT: TERMS: The purchase price is SEK 18 million in PRICE/REVENUE: new shares for a 90% stake in MedCore. PRICE/INCOME: After the share issue, a cash offer will be made to remaining shareholders corresponding to the price in the share offer. This is Karo's second acquisition in October 2015, having paid approximately $30 million for the Swereco Group on October 2. The MedCore acquisition is in keeping with Karo's strategy to consolidate its sector in the Nordic region.

TARGET: PC Werth Ltd ACQUIRER: IntriCon Corporation

LISTING: Private LISTING: NASDAQ: IIN LOCATION: London, England CEO: Mark S. Gorder PHONE: 651-636-9770 UNITS: 1260 Red Fox Road FAX: 651-636-9503 REVENUE: Arden Hills, Minnesota 55112 NET INCOME: WEB SITE: www.intricon.com

PC Werth Ltd is a leading supplier of hearing IntriCon Corp. designs, develops, engineers and manufactures body- healthcare products and equipment to the United worn devices and electronic products. On a trailing 12-month basis, Kingdom’s National Health Service (NHS). it generated revenue of $67.2 million, EBITDA of $4.4 million and a net income of $1.7 million.

ANNOUNCEMENT DATE: November 3, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

In December 2014, IntriCon entered into an exclusive agreement with PC Werth Ltd, to distribute its high-quality hearing aid products in the United Kingdom. IntriCon expects the acquisition will generate $4.5 million to $5.5 million in revenue on an annualized basis, and be accretive to earnings per share. IntriCon will continue to use the PC Werth tradename and Kamplex brand. The transaction is expected to close by the end of 2015.

The Health Care M&A Report, 4th Quarter, 2015 186 TARGET: Mindray Medical ACQUIRER: Excelsior Union Limited International Limited LISTING: NYSE: MR LISTING: Private LOCATION: Shenzhen, China CEO: Xu Hang PHONE: UNITS: FAX: REVENUE: $1,330,000,000 ttm Cayman Islands NET INCOME: $171,370,000 ttm WEB SITE:

Mindray Medical International develops, Solid Union Limited, a subsidiary of Excelsior Union, will merge manufactures and markets medical devices into Mindray and will become a wholly owned subsidiary of worldwide. Excelsior Union Limited. It does not have a published corporate address or contact information.

ANNOUNCEMENT DATE: November 4, 2015 PRICE: $3,300,000,000 Approximate PRICE PER UNIT: TERMS: Excelsior Union Limited will pay PRICE/REVENUE: 2.48 $28.00 per ordinary share of Mindray. PRICE/INCOME: 19.26 This price represents a premium of 1.9% over the company's closing price of $27.47 per ADS on June 3, 2015, the day before they received its going private "proposal." The merger is expected to close during the first quarter of 2016. Lazard Asia (Hong Kong) Limited (Lazard") is serving as the financial advisor to the Special Committee. Shearman & Sterling and Walkers are serving as U.S. legal counsel and Cayman Islands legal counsel to the Special Committee.

TARGET: BioFusionary ACQUIRER: Life Care Medical Devices Limited

LISTING: Private LISTING: OTC: LCMD LOCATION: Wheat Ridge, Colorado CEO: Richard J. Prati PHONE: 386-410-4239 UNITS: 257 Minorca Beach Way, Ste. FAX: 386-256-1547 1606 REVENUE: New Smyrna Beach, Florida 32169 NET INCOME: WEB SITE: www.lcmd.com

Rocky Mountain Biosystems, Inc. (RMBI) is selling Life Care Medical Devices (LCMD) is focused on the development, all of BioFusionary's assets and license, including production and distribution of non-invasive and minimally-invasive all patents, trademarks and know-how used in technologies. BioFusionary's business.

ANNOUNCEMENT DATE: November 10, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

LCMD gains the rights to market and sell the BioFusionary Bebe, a non-invasive system that uses electromagnetic induction to generate and deliver focused energy to the collagen-rich dermis and subcutaneous tissues. Bebe is Life Care's first important step in its expansion plan to launch its proprietary LapCap2® device for use in laparoscopic surgery and by building a robust portfolio of synergistic products.

The Health Care M&A Report, 4th Quarter, 2015 187 TARGET: Interventional radiology ACQUIRER: Boston Scientific Corporation portfolio LISTING: Private LISTING: NYSE: BSX LOCATION: San Antonio, Texas CEO: Michael F. Mahoney PHONE: 508-683-4000 UNITS: 300 Boston Scientific Way FAX: REVENUE: Marlborough, Massachusetts 01752 NET INCOME: WEB SITE: www.bostonscientific.com

CeloNova Biosciences, a global developer and Boston Scientific develops, manufactures and markets medical manufacturer of endovascular and interventional devices for use in various interventional medical specialties. On a cardiology technologies, is selling its interventional trailing 12-month basis, it generated revenue of $7.3 billion, radiology business. EBITDA of $1.8 billion and a net loss of $396 million.

ANNOUNCEMENT DATE: November 10, 2015 PRICE: $ 70,000,000 PRICE PER UNIT: TERMS: $70 million upfront payment, plus PRICE/REVENUE: additional payments contingent on PRICE/INCOME: regulatory and sales milestones. The transaction includes the CeloNova Embozene Tandem Drug-Elutable Microspheres that can be embedded with drugs used to treat liver cancer, and other oncology products. CeloNova has received an Investigational Device Exemption from the FDA for the Solace Trial, a randomized, controlled study of the Oncozene Microspheres loaded with chemotherapy agent doxorubicin, expected to begin in the fourth quarter of 2015. Latham & Watkins advised Boston Scientific in this transaction.

TARGET: Mound Laser and Photonics ACQUIRER: Resonetics Center, Inc. LISTING: Private LISTING: Private LOCATION: Kettering, Ohio CEO: Thomas Burns PHONE: 603-886-6772 UNITS: 44 Simon Street FAX: REVENUE: Nashua, New Hampshire 03060 NET INCOME: WEB SITE: www.resonetics.com

Mound Laser is a leader in laser micro Resonetics, a portfolio company of Sverica Capital Mangement manufacturing of precise metal components for the LLC, is a leading provider of laser micro manufacturing solutions to medical device and defense industry. the medical device and diagnostic industry.

ANNOUNCEMENT DATE: November 10, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

With the acquisition of Mound Laser, Resonetics will now expand beyond its current focus of polymers and glass and offer customers a broader array of solutions and material expertise. Sverica initially invested in Resonetics in October 2014. Since then, Resonetics has grown by nearly 50% and opened a second manufacturing facility in San Diego.

The Health Care M&A Report, 4th Quarter, 2015 188 TARGET: Lensar, Inc. ACQUIRER: Alphaeon Corporation

LISTING: Private LISTING: Private LOCATION: Orlando, Florida CEO: Robert E. Grant PHONE: UNITS: 18191 Von Karman Ave., Ste. FAX: 500 REVENUE: Irvine, California 92612 NET INCOME: WEB SITE: www.alphaeon.com

Lensar is a leading global developer of Alphaeon is a lifestyle healthcare company that promotes consumer Femtosecond Laser Systems. Its Lensar Laser wellness, beauty and performance. It works in partnership with System was designed for patients seeking a board-certified physicians ensuring access to leading advancements premium vision outcome following the removal of in lifestyle healthcare. cataracts.

ANNOUNCEMENT DATE: November 16, 2015 PRICE: $ 59,000,000 PRICE PER UNIT: TERMS: Cash, stock and assumed debt. On Nov. PRICE/REVENUE: 12, 2015, it completed a private PRICE/INCOME: placement of Series B Preferred stock in a transaction led by Sailing Capital, H&S Ventures LLC, Longitude Capital and Chow Tai Fook Enterprises. This acquisition expands Alphaeon's global ophthalmology business and enables it to provide advanced technology to its broad network of more than 2,000 board-certified ophthalmologists globally. This transaction is expected to close on or before December 31, 2015. TARGET: SurgiQuest, Inc. ACQUIRER: CONMED Corporation

LISTING: Private LISTING: NASDAQ: CNMD LOCATION: Milford, Connecticut CEO: Curt R. Hartman PHONE: 315-797-8375 UNITS: 525 French Road FAX: 315-797-0321 REVENUE: Utica, New York 13502 NET INCOME: WEB SITE: www.conmed.com

SurgiQuest, Inc. is a privately-held venture-backed CONMED develops and manufactures medical instruments and company, that develops, manufactures, and markets systems used in orthopedics, general surgery and similar medical the AirSeal® System, the first integrated access procedures. On a trailing 12-month basis, it generated revenue of management technology for use in laparoscopic and $717.6 million, EBITDA of $123.6 million and net income of $34.0 robotic procedures. million.

ANNOUNCEMENT DATE: November 16, 2015 PRICE: $265,000,000 PRICE PER UNIT: TERMS: CONMED will pay SurgiQuest $265 PRICE/REVENUE: million on a cash-free, debt-free basis. PRICE/INCOME: The transaction will be financed through a combination of cash and borrowings under a new credit facility. The AirSeal® System is a highly differentiated technology which is fast becoming the standard of care in laparoscopic and robotic surgery. CONMED does not expect the acquisition to have a material impact on fiscal year 2015 operating results. In fiscal year 2016, the acquisition is expected to add $55 to $60 million to the company’s revenue, and it projects net cost savings will approximate $15 million per year. The transaction closed on January 4, 2016.

The Health Care M&A Report, 4th Quarter, 2015 189 TARGET: Aircraft Medical ACQUIRER: Medtronic plc

LISTING: Private LISTING: NYSE: MDT LOCATION: Edinburgh, Scotland CEO: Omar S. Ishrak PHONE: 353 1 438 1700 UNITS: 20 On Hatch, Lower Hatch FAX: Street REVENUE: Dublin, Ireland 2 NET INCOME: WEB SITE: www.medtronic.com

Aircraft Medical develops handheld, high-quality Medtronic manufactures and sells device-based medical therapies video laryngoscopes used by anesthesiologists and worldwide. On a trailing 12-month basis, it generated revenue of critical care professionals to intubate patients. $23.1 billion, EBITDA of $7.0 billion and net income of $2.6 billion.

ANNOUNCEMENT DATE: November 18, 2015 PRICE: $110,000,000 PRICE PER UNIT: TERMS: All cash transaction. PRICE/REVENUE: PRICE/INCOME:

The acquisition expands Medtronic's portfolio of solutions for dealing with difficult airways and addresses the preventable issue of respiratory compromise. Aircraft Medical's devices enable clinicians to see a patient's vocal cords, allowing them to more quickly and effectively insert the breathing tube into the trachea. The net impact from this transaction is expected to be earnings neutral in fiscal year 2015 and neutral to accretive to earnings thereafter.

TARGET: CMOSIS ACQUIRER: ams AG

LISTING: Private LISTING: SIX: AMS LOCATION: Antwerp, Belgium CEO: Kirk Laney PHONE: +43 3136 500 UNITS: Tobelbader Strasse 30 FAX: REVENUE: $ 64,026,000 Projected 2015 Unterpremstaetten, Austria 08141 NET INCOME: WEB SITE: ams.com

CMOSIS, a portfolio company of TA Associates, ams is a leading worldwide provider of high-performance sensor supplies high performance standard and customized and analog solutions. area and line scan CMOS image sensors for demanding imaging applications.

ANNOUNCEMENT DATE: November 20, 2015 PRICE: $235,034,800 Approximate PRICE PER UNIT: TERMS: ams will acquire 100% of CMOSIS PRICE/REVENUE: 3.67 shares from TA Associates and PRICE/INCOME: management shareholders for approximately €220 million. Funded through cash and available credit lines. The acquisition expands ams’ optical sensor portfolio and market leadership with high-value solutions for machine vision, medical, photographic and scientific imaging. The transaction is expected to close in Q4 of 2015.

The Health Care M&A Report, 4th Quarter, 2015 190 TARGET: Coherex Medical, Inc. ACQUIRER: Biosense Webster, Inc.

LISTING: Private LISTING: NYSE: JNJ LOCATION: Salt Lake City, Utah CEO: Shlomi Nachman, PHONE: 909-839-8500 President UNITS: 3333 Diamond Canyon Road FAX: 909-468-2905 REVENUE: South Diamond Bar, California 91765 NET INCOME: WEB SITE: www.biosensewebster.com

Coherex Medical focuses on clinical trials to Biosense Webster, Inc. provides products and solutions for the expand the development and adoption of novel diagnosis and treatment of cardiac arrhythmias. It operates as a structural heart devices. Coherex’s flagship product subsidiary of Johnson & Johnson. is the minimally invasive WaveCrest® device.

ANNOUNCEMENT DATE: November 20, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Outcome Capital served as the exclusive strategic and financial advisor to Coherex Medical for the transaction. Coherex' WaveCrest device is designed to block the most common source of blood clots to prevent the occurrence of stroke in at-risk patients with atrial fibrillation (AF). Coherex has received CE Mark approval for the Coherex WaveCrest System.

TARGET: Creagh Medical Ltd. ACQUIRER: SurModics, Inc.

LISTING: Private LISTING: NASDAQ: SRDX LOCATION: Ballinasloe, Ireland CEO: Gary R. Maharaj PHONE: 952-500-700 UNITS: 9924 West 74th Street FAX: 952-500-7001 REVENUE: Eden Prairie, Minnesota 55344 NET INCOME: WEB SITE: www.surmodics.com

Creagh Medical develops and manufactures SurModics provides surface modification and in vitro diagnostic percutaneous transluminal angioplasty balloon technologies to the healthcare industry. On a trailing 12-month catheters. It is located between the Galway and basis, it generated revenue of $61.9 million, EBITDA of $24.4 Athlone medical device hubs in Ireland. million and net income of $13.5 million.

ANNOUNCEMENT DATE: November 20, 2015 PRICE: $ 16,820,858 PRICE PER UNIT: TERMS: Upfront payment of €18 million, and up PRICE/REVENUE: to €12 million based on achievement of PRICE/INCOME: revenue and value-creating operational milestones. The Creagh business is expected to generate $3.5 million to $4 million of revenue for SurModics in fiscal year 2016. The acquisition will be dilutive on a GAAP and adjusted earnings per share basis in SurModic's fiscal year 2016, and adjusted earnings per share to reflect the amortization, contingent consideration accretion, due diligence, transaction and other integration costs.

The Health Care M&A Report, 4th Quarter, 2015 191 TARGET: Liberator Medical Holdings, ACQUIRER: C. R. Bard Inc. Inc. LISTING: NYSE: LBMH LISTING: NYSE: BCR LOCATION: Stuart, Florida CEO: Timothy M. Ring PHONE: 908-277-8000 UNITS: 730 Central Avenue FAX: 908-277-8412 REVENUE: $ 80,000,000 (ttm) Murray Hill, New Jersey 07974 NET INCOME: $ 13,270,000 (EBITDA) WEB SITE: www.crbard.com

Liberator Medical distributes direct-to-consumer C.R. Bard designs, manufactures, packages, distributes and sells durable medical supplies for seniors and others with medical, surgical, diagnostic and patient care devices worldwide. chronic illness in the United States. On a trailing 12-month basis, it generated $3.4 billion, EBITDA of $1.0 billion and net income of $131.1 million.

ANNOUNCEMENT DATE: November 20, 2015 PRICE: $181,000,000 PRICE PER UNIT: TERMS: PRICE/REVENUE: 2.26 PRICE/INCOME: 13.64

The acquisition represents a compelling fit for Bard and enhances its position in the home care market in the United States. The company expects the transaction to add approximately $70 million to 2016 net sales, and to be slightly accretive to adjusted cash earnings per share in 2016. The company estimates that in 2017 this acquisition will increase the organic revenue growth rate of the company and contribute between 5 and 10 cents of adjusted cash EPS. The transaction is expected to close in the first quarter of 2016.

TARGET: BioStructures LLC ACQUIRER: Bioventus LLC

LISTING: Private LISTING: Private LOCATION: Newport Beach, California CEO: Tony Bihl PHONE: 919-474-6700 UNITS: 4721 Emperor Blvd. #100 FAX: REVENUE: Durham, North Carolina 27703 NET INCOME: WEB SITE: www.bioventusglobal.com

BioStructures is a leading medical device company Bioventus is an orthobiologics company with two product focused on developing innovative proprietary portfolios, Biovenus Active Healing Therapies and Bioventus platforms in bioresofbable bone graft products for a Surgical. broad range of spinal and orthopedic fusion procedures.

ANNOUNCEMENT DATE: November 30, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The BioStructures product portfolio includes synthetic, allograft, collagen and demineralized bone matrix solutions for surgeons. Its products align with Bioventus' strategy to become a leader in orthobiologics.

The Health Care M&A Report, 4th Quarter, 2015 192 TARGET: SNaP® Therapy System ACQUIRER: Acelity L.P. Inc.

LISTING: Private LISTING: Private LOCATION: Sunnyvale, California CEO: Joe Woody PHONE: 800-275-4524 UNITS: 12930 Interstate 10 West FAX: REVENUE: San Antonio, Texas 78249 NET INCOME: WEB SITE: www.acelity.com

SNaP® Therapy System is a disposable negative Acelity and its subsidiaries are a global advanced wound care and pressure wound therapy (NPWT) line of products regenerative medicine company. Acelity's three subsidiaries are from Spiracur, a privately-held medical device Kinetic Concepts, Inc., LifeCell Corporation and Systagenix Wound company. Management, Limited.

ANNOUNCEMENT DATE: December 1, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

SNaP® Therapy System is designed to treat a range of complex and hard-to-heal wounds with portable, non- powered negative pressure technology, primarily in the post-acute setting. The acquisition of the SNaP® business accelerates Acelity’s plans for disposable NPWT and increases access to the post-acute market by strengthening the company’s portfolio of offerings for customers in need of comprehensive wound care solutions.

TARGET: AppianFx ACQUIRER: CONMED Corporation

LISTING: Private LISTING: NASDAQ: CNMD LOCATION: Solana Beach, California CEO: Curt R. Hartman PHONE: 315-797-8375 UNITS: 525 French Road FAX: 315-797-0321 REVENUE: Utica, New York 13502 NET INCOME: WEB SITE: www.conmed.com

KFx Medical is selling AppianFx, a unique soft CONMED develops and manufactures medical instruments and tissue fixation system. systems used in orthopedics, general surgery and similar medical procedures. On a trailing 12-month basis, it generated revenue of $717.6 million, EBITDA of $123.6 million and net income of $34.0 million.

ANNOUNCEMENT DATE: December 4, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The AppianFx system fits perfectly within the broad CONMED Sports Medicine product line. The transaction closed on December 4, 2015.

The Health Care M&A Report, 4th Quarter, 2015 193 TARGET: Global distribution of ACQUIRER: Getinge Infection Control STERIZONE VP4 Sterilizer LISTING: Private LISTING: STO: GETIB LOCATION: Quebec, Canada CEO: Joacim Lindoff PHONE: +46 (0) 10 335 0000 UNITS: Ekebergsvägen 26 FAX: REVENUE: Getinge, Sweden 305 75 NET INCOME: WEB SITE: www.getinge.com

TSO3 Inc., an innovator in sterilization technology Getinge Infection Control is one of three business areas within for medical devices, has granted five-year exclusive Getinge Group. The Getinge Infection Control consists of two global distribution rights for its FDA-cleared divisions; Healthcare and Life Science. Getinge has 36 subsidiaries. STERIZONE VP4 Sterilizer.

ANNOUNCEMENT DATE: December 14, 2015 PRICE: $ 7,663,598 Approximate PRICE PER UNIT: TERMS: The five year agreement includes a one- PRICE/REVENUE: off license fee amounting to PRICE/INCOME: approximately 65 M SEK. The STERIZONE VP4 Sterilizer was cleared for commercialization in the United States in December 2014 and recently received clearance in Canada to terminally sterilize multichannel flexible endoscopes. The agreement offers immediate sales opportunity in the United States.

TARGET: Stericool ACQUIRER: Getinge Infection Control

LISTING: Private LISTING: STO: GETIB LOCATION: Ankara, Turkey CEO: Joacim Lindoff PHONE: +46 (0) 10 335 0000 UNITS: Ekebergsvägen 26 FAX: REVENUE: $ 2,361,218 -2015 Getinge, Sweden 305 75 NET INCOME: WEB SITE: www.getinge.com

Stericool manufactures hydrogen peroxide based Getinge Infection Control is one of three business areas within solution low temperature sterilizers for emerging Getinge Group. The Getinge Infection Control consists of two markets. divisions; Healthcare and Life Science. Getinge has 36 subsidiaries.

ANNOUNCEMENT DATE: December 14, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition will be included under the Getinge's new business category unit Surgical Workflows and will increase potential for growth in the price sensitive Tier 2 markets in East/ South Europe and rest of the world. Stericool's sales are expected to total 20 M SEK in 2015. The transaction is expected to close on January 1, 2016. Net sales in 2016 are estimated at 25 M SEK and EBITDA is expected at 4.5 M SEK.

The Health Care M&A Report, 4th Quarter, 2015 194

PHARMACEUTICALS

TARGET: Representaciones e ACQUIRER: Teva Pharmaceutical Industries Ltd. Investigaciones Médicas (Rimsa) LISTING: Private LISTING: NYSE: TEVA LOCATION: Nuevo Leon, Mexico CEO: Erez Vigodman PHONE: 972 3 926 7267 UNITS: 5 Basel St., P.O. Box 3190 FAX: REVENUE: $227,000,000 2014 Petach Tikva, Israel 49131 NET INCOME: WEB SITE: www.tevapharm.com

Rimsa is a leading pharmaceutical manufacturing Teva develops, manufactures, markets and distributes generic, and distribution company in Mexico. Also specialty and other pharmaceutical products worldwide. On a associated with this deal is a portfolio of products trailing 12-month basis, it generated revenue of $20.2 billion, and companies, intellectual property, assets and EBITDA of $6.3 billion and net income of $2.5 billion. pharmaceutical patents in Latin America and Europe.

ANNOUNCEMENT DATE: October 1, 2015 PRICE: $2,300,000,000 PRICE PER UNIT: TERMS: The transactions will be funded through PRICE/REVENUE: a combination of cash on hand and lines PRICE/INCOME: of credit. Through this acquisition, Teva will become a leading pharmaceutical company in Mexico, which is the second largest market in Latin America and one of the top five emerging markets globally. Teva expects the deal will yield substantial and achievable synergies and offer a platform for growth in the region. Teva expects to close these transactions by early first quarter, 2016. Citi acted as financial advisor to Teva. Goldman Sachs acted as financial advisor to Rimsa.

TARGET: Right to commercialize ACQUIRER: Ferring Pharmaceuticals Vitaros LISTING: NASDAQ: APRI LISTING: Private LOCATION: San Diego, California CEO: Michel Pettigrew, COO PHONE: 41 58 301 00 00 UNITS: Ch. De la Vergognausaz 50 FAX: REVENUE: Saint Prex, Switzerland 1162 NET INCOME: WEB SITE: www.ferring.com

Ferring will have the exclusive right to Ferring Pharmaceuticals is a research-driven specialty commercialize Vitaros in the territory of Latin biopharmaceutical group active in global markets. Its subsidiaries America and certain Caribbean countries. Vitaros is operate in nearly 60 countries and market its products in 110 used for the treatment of erectile dysfunction. It was countries. developed by Apricus Biosciences, Inc.

ANNOUNCEMENT DATE: October 1, 2015 PRICE: $ 2,250,000 PRICE PER UNIT: TERMS: Upfront payment. Apricus is also PRICE/REVENUE: eligible to receive up to $16 million in PRICE/INCOME: regulatory and sales milestone payments, in addition to royalties based on Ferring's net sales of the product in the Territory. Vitaros is a new potential entrant into the ED treatment market, offering a range of benefits that make it appealing to a large number of patients. According to IMS Health, the global ED market in 2014 was in excess of $6.7 billion annually. Outside of the United States, Vitaros has the potential to generate for Apricus over $200 million in future milestone payments, as well as potential royalty revenue on net product sales.

The Health Care M&A Report, 4th Quarter, 2015 197

TARGET: Rights to 2 PKU drugs ACQUIRER: BioMarin Pharmaceutical, Inc.

LISTING: Private LISTING: NASDAQ: BMRN LOCATION: Darmstadt, Germany CEO: Jean-Jacques PHONE: 415-506-6700 Bienaime UNITS: 770 Lindaro Street FAX: 415-382-7889 REVENUE: San Rafael, California 94901 NET INCOME: WEB SITE: www.bmrn.com

Merck Serono has sold all global rights to Kuvan® BioMarin develops and commercializes pharmaceuticals for serious and pegvaliase, both of which help to treat diseases and medical conditions. On a trailing 12-month basis, it phenylketonuria (PKU), an autosomal recessive generated revenue of $861.5 million and a net loss of $211.8 genetic disorder. million.

ANNOUNCEMENT DATE: October 1, 2015 PRICE: $380,310,400 Approximate PRICE PER UNIT: TERMS: BioMarin will provide Merck with an PRICE/REVENUE: upfront payment of €340 million. Up to PRICE/INCOME: an additional €185 million in milestones payments. In 2005, Merck acquired from BioMarin the exclusive rights to Kuvan and the option to develop pegvaliase in markets outside of the U.S. and Japan. Total Kuvan revenue to BioMarin for full-year 2016 is expected to be between $320 million and $350 million, including revenue from new ROW territories. The transaction is expected to close in January 2016.

TARGET: Rights to fasinumab ACQUIRER: Mitsubishi Tanabe Pharma Corporation (REGN475) LISTING: NASDAQ: REGN LISTING: TSE: 4508 LOCATION: Tarrytown, New York CEO: Masayuki Mitsuka PHONE: 81 6 6205 5085 UNITS: 2-6-18, Kitahama, Chuo-ku FAX: REVENUE: Osaka, Japan 541-8505 NET INCOME: WEB SITE: www.mt-pharma.co.jp

Fasinumab (REGN475) is Regeneron Mitsubishi Tanabe Pharma Corporation manufactures and sells Pharmaceuticals' NGF antibody in late-stage pharmaceuticals in Japan and internationally. On a trailing 12- development for musculoskeletal pain. MTPC will month basis, it generated revenue of $3.5 billion, EBITDA of obtain exclusive development and commercial $830.4 million and net income of $373.8 million. rights to fasinumab in Japan, Korea and nine other Asian countries, excluding China.

ANNOUNCEMENT DATE: October 1, 2015 PRICE: $ 55,000,000 PRICE PER UNIT: TERMS: Regeneron will receive up to $55 PRICE/REVENUE: million in upfront and other near-term PRICE/INCOME: payments. The agreement provides for additional payments to Regeneron of up to $170 million in R&D reimbursement payments and development milestones. Regeneron is also eligible for additional one-time purchase price adjustment payments of up to $100 million total upon achievement of specified annual net sales. MTPC has proven experience marketing biologics for rheumatology and pain management, which makes it an ideal partner in Asia for Regeneron.

The Health Care M&A Report, 4th Quarter, 2015 198 TARGET: Swereco Group ACQUIRER: Karo Bio Aktiebolag

LISTING: Private LISTING: STO: KARO LOCATION: Stockholm, Sweden CEO: Anders Lonner, PHONE: 46 8 608 60 00 Executive Chairman UNITS: Hälsovägen 7 FAX: 46 8 774 8261 REVENUE: Huddinge, Sweden 141 57 NET INCOME: WEB SITE: www.karobio.com

Swereco Group consists of the companies Mabs, Karo Bio is a development company focused on broadening its Innotech, makers of the Trix tick lasso, and Dosett. operations to include projects and products closer to market. On a Swereco markets OTC products mainly to trailing 12-month basis, it generated revenue of $19.1 million, pharmacies or directly to healthcare providers. EBITDA loss of $57.0 million and net income loss of $68.6 million.

ANNOUNCEMENT DATE: October 2, 2015 PRICE: $ 30,124,275 Approximate PRICE PER UNIT: TERMS: The purchase price for Swereco PRICE/REVENUE: amounts to 250 million SEK. The sum PRICE/INCOME: consists of a cash component of 118 million SEK and the remaining part of new shares. The acquisition of Swereco is an important step for Karo Bio to start to build a profitable business. There're many small companies in the field of non-prescription medicines and Medical Device field in the Nordic area, Karo Bio plans to have an active role in the consolidation of those companies.

TARGET: 5 branded hormonal ACQUIRER: Alvogen products LISTING: XETRA: BAYN.DE LISTING: Private LOCATION: Russia CEO: Robert Wessman PHONE: 973-796-3400 UNITS: 10B Bloomfield Ave. FAX: REVENUE: Pine Brook, New Jersey 07058 NET INCOME: WEB SITE: www.alvogen.com

Bayer Pharma AG in Russia and CIS are selling five Alvogen is a global pharmaceutical company focused on branded hormonal products known as Klimonorm, a developing, manufacturing and selling generic, brand, over-the- hormone replacement therapy; and Progynova, counter brands (OTC) and biosimilar products. Triquilar, Microgynon and Climene.

ANNOUNCEMENT DATE: October 6, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The acquisition of these well-established brands further strengthens and diversifies Alvogen’s branded portfolio in Central Eastern Europe particularly in such a lucrative segment as Women Healthcare. Alvogen has built a solid growth platform across the region, with a presence in 11 markets including Russia and CIS, Romania, Hungary, Bulgaria, Ukraine and the West Balkans.

The Health Care M&A Report, 4th Quarter, 2015 199 TARGET: Locemia's intranasal ACQUIRER: Eli Lilly and Company glucagon LISTING: Private LISTING: NYSE: LLY LOCATION: Montreal, Quebec CEO: Dr. John C. PHONE: 317-276-2000 Lechleiter UNITS: Lilly Corporate Center FAX: REVENUE: Indianapolis, Indiana NET INCOME: WEB SITE: www.lilly.com

Locemia Solutions is a privately held specialty Eli Lilly discovers, develops, manufactures and sells pharmaceutical pharmaceutical company focused on treatments for products worldwide. On a trailing 12-month basis, it generated diabetes. It is selling its intranasal glucagon, a revenue of $19.6 billion, EBITDA of $4.9 billion and net income of potential treatment for severe hypoglycemia in $2.0 billion. people with diabetes treated with insulin.

ANNOUNCEMENT DATE: October 9, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Locemia's intranasal glucagon is currently in Phase 3 clinical testing, and could be the first needle-free treatment for severe hypoglycemia, if it is approved by the FDA.

TARGET: Worldwide license to CSF1R ACQUIRER: Bristol-Myers Squibb Company

LISTING: NASDAQ: FPRX LISTING: NYSE: BMY LOCATION: San Francisco, California CEO: Giovanni Caforio PHONE: 212-546-4000 M.D. UNITS: 345 Park Avenue FAX: REVENUE: New York, New York 10154 NET INCOME: WEB SITE: www.bms.com

Five Prime has entered into an exclusive worldwide Bristol-Myers discovers, develops, licenses, manufactures, markets license and collaboration agreement for the and sells biopharmaceutical products. On a trailing 12-month basis, development and commercialization of Five Prime’s it generated revenue of $16.4 billion, EBITDA of $4.6 billion and colony stimulating factor 1 receptor (CSF1R) net income of $1.8 billion. antibody program, including FPA008.

ANNOUNCEMENT DATE: October 15, 2015 PRICE: $350,000,000 PRICE PER UNIT: TERMS: Five Prime will receive an upfront PRICE/REVENUE: payment of $350 million, and can PRICE/INCOME: receive up to $1.05 billion in development and regulatory milestone payments per anti-CSF1R product for oncology indications, and up to $340 million for non-oncology indications. This agreement replaces the companies’ existing clinical collaboration agreement to evaluate the preliminary efficacy of combining Opdivo (nivolumab), Bristol-Myers Squibb’s programmed-death 1 (PD-1) immune checkpoint inhibitor, with FPA008 in six tumor types. Bristol-Myers Squibb has undisputed leadership in the immuno-oncology landscape, deep clinical development and regulatory expertise and an established commercial infrastructure to deliver important new therapies to patients, this will help maximize the potential of FPA008.

The Health Care M&A Report, 4th Quarter, 2015 200 TARGET: Precision Biologics, Inc. ACQUIRER: NantWorks

LISTING: Private LISTING: Private LOCATION: Dallas, Texas CEO: Patrick Soon-Shiong PHONE: 310-883-1300 UNITS: 9920 Jefferson Boulevard FAX: REVENUE: Culver City, California 90232 NET INCOME: WEB SITE: www.nantworks.com

Precision Biologics is a biopharmaceutical company NantWorks, LLC, founded by renowned physician scientist and developing tumor-specific monoclonal antibodies inventor of the first human nanoparticle chemotherapeutic agent (mAbs) and companion diagnostics to treat solid- Abraxane®, Dr. Patrick Soon-Shiong, develops and delivers next- tumor cancers. generation diagnostics and therapeutics.

ANNOUNCEMENT DATE: October 19, 2015 PRICE: $ 50,000,000 PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Precision Biologics is leveraging its proprietary library of cancer vaccines to accelerate innovation. By connecting this platform with diagnostic and immunotherapy technologies available at NantWorks and NantOmics, the company is now able to develop compounds that could change the way we detect and treat cancer. Evolution Venture Partners acted as sole financial advisor to Precision Biologics in connection with this transaction.

TARGET: VBI Vaccines Inc. ACQUIRER: SciVac Therapeutics Inc.

LISTING: NASDAQ:VBIV LISTING: TSX:VAC LOCATION: Cambridge, Massachusetts CEO: Dr. Curtis A. PHONE: 972 8 948 0625 Lockshin UNITS: Gad Feinstein Road, P.O. Box FAX: 580 REVENUE: $ 250,960 (ttm) Rehovot, Israel 7610303 NET INCOME: $- 15,720,000 (ttm) WEB SITE: www.scivactherapeutics.com

SciVac has agreed to acquire VBI to form a SciVac Therapeutics is a commercial-stage biopharmaceutical commercial-stage company with a licensed hepatitis company that focuses on developing recombinant biological B (HBV) vaccine and a pipeline of preventative and products to prevent and treat infectious and immune diseases in therapeutic vaccine candidates. Israel. On a trailing 12-month basis, it generated revenue of $2.4 million and EBITDA loss of $4.3 million.

ANNOUNCEMENT DATE: October 26, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Each share of VBI common stock will PRICE/REVENUE: be converted into the right to recive PRICE/INCOME: 20.808 common shares of SciVac. In aggregate, VBI stockholders will receive approx. 541,573,712 common shares of SciVac, representing 42% of outstanding shares. A newly-formed wholly owned subsidiary of SciVac will merge with and into VBI, with VBI surviving the merger as a wholly owned subsidiary of SciVac, and SciVac will change its name to VBI Vaccines Inc. The acquisition of VBI provides SciVac with access to an impressive portfolio of vaccine candidates that may address large unmet needs in both infectious diseases and oncology.

The Health Care M&A Report, 4th Quarter, 2015 201 TARGET: Novira Therapeutics, Inc. ACQUIRER: Johnson & Johnson

LISTING: Private LISTING: NYSE: JNJ LOCATION: Doylestown, Pennsylvania CEO: Alex Gorsky PHONE: 732-524-0400 UNITS: One Johnson & Johnson Plaza FAX: REVENUE: New Brunswick, New Jersey 08933 NET INCOME: WEB SITE: www.jnj.com

Novira Therapeutics is a clinical-stage Johnson & Johnson manufactures and markets a broad range of biopharmaceutical company developing therapies products in the healthcare field. On a trailing 12-month basis, JNJ for curative treatment of chronic hepatitis B virus generated revenue of $70.5 billion, EBITDA of $22.6 billion and (HBV) infection. The acquisition includes Novira's net income of $14.7 billion. portfolio of novel antivirals, including its lead candidate, NVR 3-778.

ANNOUNCEMENT DATE: November 4, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Johnson & Johnson looks to use its vast experience in viral diseases to combine with Novira's recent breakthroughs to deliver novel medicines for patients suffering from the chronic hepatitis B virus (HBV) infection. Novira is backed by Versant Ventures, 5AM Ventures and Canaan Partners. The transaction closed on December 4, 2015.

TARGET: License to develop diabetes ACQUIRER: Sanofi treatments LISTING: KRX: 128940 LISTING: NYSE: SNY LOCATION: Seoul, Korea CEO: Olivier Brandicourt PHONE: 33 1 53 77 40 00 UNITS: 54, Rue La Boetie FAX: 33 1 53 77 42 96 REVENUE: Paris, France 75008 NET INCOME: WEB SITE: www.sanofi.com

Hanmi Pharmaceutical Co., Ltd. has agreed to Sanofi researches, develops, and markets various therapeutic develop a portfolio of experimental, long-acting solutions. On a trailing 12-month basis, it generated revenue of diabetes treatments using its proprietary $41.0 billion, EBITDA of $12.1 billion and net income of $5.8 LAPSCOVERY platform, with the goal to minimize billion. the frequency of treatment and dose required.

ANNOUNCEMENT DATE: November 5, 2015 PRICE: $434,820,000 Approximate PRICE PER UNIT: TERMS: Hanmi will receive an upfront payment PRICE/REVENUE: of €400 million and is eligible for up to PRICE/INCOME: €3.5 billion in development, registration and sales milestone, as well as double digit royalties on net sales. Sanofi gets an exclusive worldwide license to develop and commercialize three treatments. Hanmi will retain an exclusive option to co-commercialize the products in Korea and China. The Quantum Portfolio is based on Hanmi's proprietary LAPSCOVERY (Long Acting Protein/Peptide Discovery) Technology platform.

The Health Care M&A Report, 4th Quarter, 2015 202 TARGET: ZS Pharma ACQUIRER: AstraZeneca plc

LISTING: NASDAQ: ZSPH LISTING: NYSE: AZN LOCATION: Coppell, Texas CEO: Pascal Soriot PHONE: 44 20 7604 8000 UNITS: 2 Kingdom Street FAX: 44 20 7604 8151 REVENUE: $-107,550,000 (ttm) London, United Kingdom W2 6BD NET INCOME: $-110,210,000 (EBITDA, WEB SITE: www..com ttm)

ZS Pharma uses its proprietary ion-trap technology AstraZeneca engages in the discovery, development and to develop novel treatments for hyperkalaemia, commercialization of prescription medicines worldwide. On a associated with chronic kidney disease and chronic trailing 12-month basis, it generated revenue of $24.6 billion, heart failure. Its lead compound is ZS-9, a potential EBITDA of $6.3 billion and net income of $1.7 billion. best-in-class for treating hyperkalaemia.

ANNOUNCEMENT DATE: November 6, 2015 PRICE: $2,700,000,000 Approximate PRICE PER UNIT: TERMS: $90 per share in an all-cash transaction, PRICE/REVENUE: - 25.10 or approximately $2.7 billion in PRICE/INCOME: - 24.50 aggregate transaction value. ZSPH stock closed at $63.31 on Nov. 5, 2015 and at $89.04 on Nov. 6, 2015. Upon completion, ZS Pharma will become a wholly owned subsidiary of AstraZeneca. The transaction does not impact AstraZeneca’s financial guidance for 2015. It is expected to generate product sales from 2016, with minimal earnings dilution over 2016 and 2017, becoming accretive to AstraZeneca’s core earnings from 2018. The transaction closed on December 17, 2015. TARGET: PurinePharma ACQUIRER: Geritrex Corporation

LISTING: Private LISTING: Private LOCATION: Massena, New York CEO: Mitch Blashinsky PHONE: 914-668-4003 UNITS: 144 E. Kingsbridge Road FAX: REVENUE: Mount Vernon, New York 10550 NET INCOME: WEB SITE: www.geritrex.com

PurinePharma is a private-label manufacturer and Geritrex, a portfolio company of BelHealth Investment Partners, distributor of over-the-counter generic products. It manufactures generic over-the-counter products and specializes in liquid nasal, allergy, and cough and pharmaceuticals. BelHealth acquired Geritrex in July 2015. cold products for retail clients in the United States and abroad.

ANNOUNCEMENT DATE: November 9, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition expands Geritrex's business from semi-solid manufacturing into liquids, and marks its entrance to the private-label retail channel. Geritrex also gains a manufacturing facility with liquid product capability, which received FDA approval in April 2015.

The Health Care M&A Report, 4th Quarter, 2015 203 TARGET: Rights to oxyntomodulin- ACQUIRER: Janssen Pharmaceuticals, Inc. based therapies LISTING: KRX: 128940 LISTING: NYSE: JNJ LOCATION: Seoul, South Korea CEO: James F. List, M.D., PHONE: 609-730-2000 Ph.D. UNITS: 1125 Trenton-Harbourton Road FAX: REVENUE: Titusville, New Jersey 08560 NET INCOME: WEB SITE: www.janssen.com

Hanmi Pharmaceutical Co., Ltd. is selling the The Janssen Pharmaceutical Companies of Johnson & Johnson worldwide rights, excluding China and Korea, to address unmet needs in cardiovascular and metabolic diseases, develop and commercialize oxyntomodulin-based immunology, infectious disease, neuroscience and oncology. therapies, including HM12525A.

ANNOUNCEMENT DATE: November 9, 2015 PRICE: $105,000,000 PRICE PER UNIT: TERMS: Hanmi will receive an upfront payment PRICE/REVENUE: of $105 million, and is eligible for up to PRICE/INCOME: $810 million in potential clinical development, regulatory and sales milestones. If HM12525A is successfully commercialized, Hanmi would also be eligible for tiered double-digit royalty payments. HM12525A is an oxyntomodulin-based therapy (GLP-1/glucagon receptor dual agonist) that has shown evidence of improving multiple metabolic parameters that lead to improved blood glucose, body weight, and insulin sensitivity. This asset has the potential, as a once-weekly therapy, to be a best-in-class oxyntomodulin- based therapy. TARGET: Rights to cebranopadol ACQUIRER: Depomed Inc.

LISTING: Private LISTING: NASDAQ: DEPO LOCATION: Aachen, Germany CEO: James A. Schoeneck PHONE: 510-744-8000 UNITS: 7999 Gateway Blvd., Suite 300 FAX: 510-744-8001 REVENUE: Newark, California 94560 NET INCOME: WEB SITE: www.depomed.com

Grünenthal GmbH has agreed to sell the U.S. and Depomed develops products for pain and other central nervous Canadian rights to cebranopadol and its related system conditions in the United States. On a trailing 12-month follow-on compound. Cebranopadol is a novel, first- basis, it generated revenues of $426.2 million, EBITDA of $213.2 in-class analgesic in development to treat moderate million and a net income of 49.6 million. to severe chronic nociceptive and neuropathic pain.

ANNOUNCEMENT DATE: November 17, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Depomed expects to conduct an End-of-Phase 2 meeting with the FDA in 2016, and to begin Phase 3 development by 2017. Cebranopadol has patent protection through 2032, with the potential for extension to 2037. As part of this agreement, Depomed has resolved its patent litigation with Endo Pharmaceuticals for alleged infringement of three of Depomed's patents by Endo's OPANA® ER product. Baker Botts LLP represented Depomed in the connection with this transaction. The deal is expected to close in the fourth quarter of 2015.

The Health Care M&A Report, 4th Quarter, 2015 204 TARGET: VistaPharm Inc. ACQUIRER: Vertice Pharma, LLC

LISTING: Private LISTING: Private LOCATION: Birmingham, Alabama CEO: Don DeGolyer PHONE: UNITS: 28 King Street FAX: REVENUE: London, United Kingdom SW1Y 6QW NET INCOME: WEB SITE:

VistaPharm specializes in delivering generic Vertice Pharma, a newly formed generic and specialty pharmaceutical and OTC products for the hospital pharmaceutical company, is a portfolio company of Warburg market, retail pharmacy and specialized clinical Pincus, which is backing the company with a line of equity setting. investment of up to $300 million. The company was incorporated on October 21, 2015.

ANNOUNCEMENT DATE: November 17, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Vertice Pharma will focus on acquiring specialty pharmaceutical companies and products, including both branded and generic products, to create a durable specialty pharmaceutical business of scale. Its first acquisition is VistaPharm, which will maintain its manufacturing and distribution facilities in Largo, Florida. Jefferies served as exclusive financial advisor to Vertice Pharma. Simpson Thacher & Bartlett acted as legal advisors to Warburg Pincus.

TARGET: Abstral® (fentanyl) ACQUIRER: Sentynl Therapeutics Inc. Sublingual Tablet LISTING: NASDAQ: GALE LISTING: Private LOCATION: Portland, Oregon CEO: Matt Heck PHONE: 858-720-4517 UNITS: 265 Santa Helena # 208 FAX: REVENUE: Solana Beach, California 92075 NET INCOME: WEB SITE:

Galena Biopharma, Inc. purchased Abstral® Sentynl Therapeutics is a California based pharmaceutical company (fentanyl) Sublingual Tablets in 2013. Abstral® is a that received US approval in 2000, for Levorphanol tartrate treatment option for inadequately controlled (indicated for pain). breakthrough cancer pain (BTcP).

ANNOUNCEMENT DATE: November 20, 2015 PRICE: $ 8,000,000 PRICE PER UNIT: TERMS: $8 million cash upfront and up to $4 PRICE/REVENUE: million in additional cash upon the PRICE/INCOME: achievement of certain sales milestones. Galena Biopharma acquired the U.S. rights to Abstral from Swedish drug maker Orexo AB in March 2013. The company is selling Abstral because it is shifting focus and resources to its clinical development programs. Mizuho Securities acted as exclusive advisor to Galena Biopharma on this transaction, which closed on November 19, 2015.

The Health Care M&A Report, 4th Quarter, 2015 205 TARGET: Allergan plc ACQUIRER: Pfizer, Inc.

LISTING: NYSE: AGN LISTING: NYSE: PFE LOCATION: Dublin, Ireland CEO: Ian Read PHONE: 212-733-2323 UNITS: 235 East 42nd Street FAX: REVENUE: $19,610,000,000 (ttm) New York, New York 10017 NET INCOME: $7,640,000,000 (EBITDA) WEB SITE: www.pfizer.com

A wholly owned subsidiary of Allergan will be Pfizer is a global biopharmaceutical company. The combined merged with and into Pfizer, and the Allergan company is expected to maintain Allergan's Irish domicile. Pfizer parent company will be renamed Pfizer plc after the plc will have its global operational headquarters in New York and closing. Allergan CEO Brent Saunders will become its principal executive offices in Ireland. president and chief operating officer of the combined company.

ANNOUNCEMENT DATE: November 23, 2015 PRICE: $160,000,000,000 PRICE PER UNIT: TERMS: Reverse merger. Allergan shareholders PRICE/REVENUE: 8.16 will receive 11.3 shares of the combined PRICE/INCOME: 20.94 company for each of their AGN shares. Pfizer stockholders will receive one share of the combined company for each Pfizer share. Following the transaction, Pfizer shareholders will own 56% of the combined company and Allergan shareholders will own 44%. Guggenheim, Goldman, Centerview and Moelis are serving as Pfizer's financial advisors for the transaction, with Wachtell, Lipton; Skadden, Arps; and A&L Goodbody as its legal advisors. J.P. Morgan and Morgan Stanley are serving as Allergan's financial advisors and Cleary Gottlieb; Latham & Watkins; and Arthur Cox are its legal advisors. The transaction is expected to close in the second half of 2016.

TARGET: Global rights to CGRP ACQUIRER: Teva Pharmaceutical Industries Ltd. antagonists LISTING: TSE: 4565 LISTING: NYSE: TEVA LOCATION: Hertfordshire, United Kingdom CEO: Erez Vigodman PHONE: 972 3 926 7267 UNITS: 5 Basel St., P.O. Box 3190 FAX: 972 3 923 4050 REVENUE: Petach Tikva, Israel 49131 NET INCOME: WEB SITE: www.tevapharm.com

Heptares Therapeutics, a subsidiary of Sosei, is Teva develops, manufactures, markets and distributes generic, selling the exclusive global rights to develop, specialty and other pharmaceutical products worldwide. On a manufacture and commercialize novel, small- trailing 12-month basis, it generated revenue of $19.9 billion, molecule calcitonin gene-related peptide (CGRP) EBITDA of $6.6 billion and net income of $1.8 billion. antagonists.

ANNOUNCEMENT DATE: November 25, 2015 PRICE: $ 10,000,000 PRICE PER UNIT: TERMS: Upfront for research funding. Heptares PRICE/REVENUE: is eligible to receive additional PRICE/INCOME: research, development and commercialization milestone payments of up to $400 million, plus royalties. CGRP is used for the treatment of migraines. Approximately 36 million people in the United States and 8 million people in Japan suffer from migraines. CGRP antagonists will offer further opportunities that are highly complementary to Teva's promising candidate, TEV-48125, an anti-CGRP antibody.

The Health Care M&A Report, 4th Quarter, 2015 206 TARGET: Poli Group Holding S.r.l. ACQUIRER: Almirall, S.A.

LISTING: Private LISTING: MCE: ALM.MC LOCATION: Lugano, Switzerland CEO: Jorge Gallardo PHONE: 34 93 291 30 00 UNITS: Ronda General Mitre, 151 FAX: 34 93 291 31 80 REVENUE: Barcelona, Spain 8022 NET INCOME: WEB SITE: www.almirall.com

Poli Group comprises three operating companies Almirall is a global company based in Barcelona dedicated to (Taurus Pharma GmbH, Polichem S.A. and providing valuable medicines and medical devices through its R&D, Polichem S.r.l). Poli Group is an international niche agreements and alliances. pharmaceutical company that develops and sells mainly proprietary products (both drugs and medical devices).

ANNOUNCEMENT DATE: November 30, 2015 PRICE: $395,649,050 Approximate PRICE PER UNIT: TERMS: €365 million. The transaction will be PRICE/REVENUE: funded using Almirall's available cash PRICE/INCOME: balance and is expected to be accretive to Adjusted EPS in year 1. Almirall will also pay up to an additional €35 million for achieving development milestones. This acquisition moves Almirall further into a specialty pharma model focused on dermatology. The transaction is expected to close by the end of 2015 or beginning of 2016. Nomura International plc is acting as exclusive financial adviser and BonelliErede is acting as legal advisor to Almirall. Banca IMI is acting as exclusive financial adviser and Gianni, Origoni, Grippo, Cappelli & Partners is acting as legal advisor to Poli Group.

TARGET: U.S. rights to 2 dermatology ACQUIRER: Almirall, S.A. products LISTING: NYSE: GSK LISTING: MCE: ALM.MC LOCATION: Brentford, United Kingdom CEO: Eduardo Sanchiz PHONE: 34 93 291 30 00 UNITS: Ronda General Mitre, 151 FAX: 34 93 291 31 80 REVENUE: Barcelona, Spain 8022 NET INCOME: WEB SITE: www.almirall.com

Aqua Pharmaceuticals, LLC and its parent company Almirall is a global company based in Barcelona dedicated to Almirall have acquired the U.S. rights to 2 providing valuable medicines and medical devices through its R&D, dermatology products, VELTIN® (clindamycin agreements and alliances. phosphate and tretinoin) Gel, 1.2%/0.025% and ALTABAX® (retapamulin) Ointment, 1%.

ANNOUNCEMENT DATE: November 30, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Both VELTIN® and ALTABAX® will be promoted through Aqua in the United States.

The Health Care M&A Report, 4th Quarter, 2015 207 TARGET: Exclusive license toVAP-1 ACQUIRER: Roche inhibitor LISTING: Private LISTING: SIX: RO LOCATION: Maple Grove, Minnesota CEO: Dr. Severin Schwan PHONE: 41 61 688 11 11 UNITS: Konzern-Hauptsitz FAX: 41 61 691 93 91 Grenzachersan 124 REVENUE: Basel, Switzerland 4070 NET INCOME: WEB SITE: www.roche.com

Proximagen Ltd., a subsidiary of Upsher-Smith, has Roche operates in the pharmaceuticals and diagnostics businesses in agreed to the further development of a novel, oral Europe, North America and Asia. On a trailing 12-month basis, it small molecule inhibitor of Vascular Adhesion generated revenue of $49.5 billion, EBITDA of $18.7 billion and Protein 1 (VAP-1). The VAP-1 inhibitor is in Phase net income of $8.8 billion. 2 clinical development.

ANNOUNCEMENT DATE: December 1, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Proximagen will receive an upfront PRICE/REVENUE: payment, along with downstream PRICE/INCOME: development, regulatory and sales milestones, as well as tiered royalties on net sales of a potential future product containing the molecule. Roche is granted a worldwide exclusive license to develop and commercialize the compound. In a novel collaboration model, Proximagen and Roche will conduct additional Phase 2 studies to further define the therapeutic potential of the VAP-1 inhibitor. Based on this data, Roche will assume responsibility for late stage development and worldwide commercialization. The transaction is subject to the expiration or early termination of the applicable U.S. Hart-Scott-Rodino waiting period.

TARGET: Benznidazole program ACQUIRER: KaloBios Pharmaceuticals, Inc.

LISTING: Private LISTING: Nasdaq: KBIO LOCATION: Undisclosed, CEO: Martin Shkreli PHONE: 650-243-3100 UNITS: 442 Littlefield Avenue FAX: REVENUE: South San Francisco, California 94080 NET INCOME: WEB SITE: www.kalobios.com

Savant Neglected Diseases, LLC, a privately held KaloBios is a biopharmaceutical company that develops specialty pharmaceutical company, is selling the monoclonal antibody therapeutics for the treatment of cancer in the benznidazole program for the treatment of Chagas United States. On a trailing 12-month basis, it had a net loss of disease. $30.2 million.

ANNOUNCEMENT DATE: December 3, 2015 PRICE: $ 2,000,000 PRICE PER UNIT: TERMS: KaloBios will pay an upfront payment PRICE/REVENUE: of $2 million, plus regulatory milestones PRICE/INCOME: and a royalty based on product sales. An estimated 300,000 patients in the United States are afflicted with Chagas disease. Benznidazole is currently unavailable in the United States or Europe. KaloBios intends to file for Orphan Drug Designation and Fast Track Designation for benznidazole in Chagas disease. The transaction is expected to close by the end of 2015.

The Health Care M&A Report, 4th Quarter, 2015 208 TARGET: Exclusive license to sexual ACQUIRER: Bio Task health products LISTING: OTC: INNV LISTING: Private LOCATION: San Diego, California CEO: Dr. Bassam B. Damaj PHONE: 603 7782 0512 UNITS: 151 Jalan PJS 3/7 Taman FAX: 603 7783 2553 Medan Baru REVENUE: $ 867,220 (ttm) Selangor, Malaysia 46150 NET INCOME: $- 4,400,000 (ttm) WEB SITE: www.biotask.net

Innovus Pharma has granted Bio Task the exclusive Bio Task is dedicated to improving the quality of the healthcare to license to market and sell men's and women's sexual the general public by promoting innovative quality products from health products Zestra®, Zestra Glide®, clinical diagnostics to targeted therapies in the fields of cancer, EjectDelay®, Sensum+® and Vesele® in Malaysia. diabetes, sexual disorders and viral infections.

ANNOUNCEMENT DATE: December 3, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Innovus Pharma will receive an upfront PRICE/REVENUE: payment and is eligible to receive up to PRICE/INCOME: $34 million dollars in sales milestone payments plus an agreed-upon transfer price. This is Innovus Pharma's eleventh commercial partnership for its products. In 2015, the company has signed partnerships in 61 countries for its products.

TARGET: Liaoning TianYi Biological ACQUIRER: Eisai Co. Ltd. Pharmaceutical Co. LISTING: Private LISTING: TYO: 4523 LOCATION: Benxi, Liaoning Province, China CEO: Karuo Naito PHONE: 81-3-3817-3700 UNITS: 4-6-10 Koishikawa, Bunkyo-ku FAX: REVENUE: Tokyo, Japan 112-8088 NET INCOME: WEB SITE: www.eisai.com

Liaoning TianYi Biological Pharmaceutical Co. Eisai Co. Ltd is a global pharmaceutical company. Its China holding Ltd. is a generic pharmaceutical company that company, Eisia China Holdings Ltd., is making this acquisition. manufactures and markets pharmaceutical products and active pharmaceutical ingredients.

ANNOUNCEMENT DATE: December 3, 2015 PRICE: $ 77,961,984 Approximate PRICE PER UNIT: TERMS: RMB 500 million (approximately ¥9.6 PRICE/REVENUE: billion, based on 1 RMB = 19.2 PRICE/INCOME: Japanese yen). Through this acquisition, Eisai will enter the generic pharmaceutical market in China, in addition to expanding its existing business focused on new medicines. It also strengthens its Chinese business platform, established 25 years ago, and gives the Japanese company a business base in the Benxi business district. This agreement is expected to have a minor impact on Eisai's consolidated result forecasts for the period ending March 30, 2016.

The Health Care M&A Report, 4th Quarter, 2015 209 TARGET: Trigen/Vertical Holdings ACQUIRER: Osmotica Holdings Corp. Ltd. LLC LISTING: Private LISTING: Private LOCATION: Sayreville, New Jersey CEO: Praveen Tyle, PhD PHONE: 770-509-4500 UNITS: 895 Sawyer Road FAX: 770-509-3944 REVENUE: Marietta, Georgia 30062 NET INCOME: WEB SITE: www.osmotica.com

Vertical/Trigen Holdings, a portfolio company of Osmotica Holdings is a global specialty pharmaceutical company Avista Capital Partners, has agreed to merge with with operations in Argentina, Hungary and the United States. It uses Osmotica. Vertical Pharmaceuticals, LLC its proprietary osmotic technology platform to develop and specializes in women's health preparations. Trigen commercialize pharmaceutical products. Laboratories is a generic pharmaceutical company.

ANNOUNCEMENT DATE: December 4, 2015 PRICE: Merger PRICE PER UNIT: TERMS: The combined company will be jointly PRICE/REVENUE: owned by the current owners of PRICE/INCOME: Vertical/Trigen and Osmotica. The combination brings together two highly complementary businesses with demonstrated expertise in developing commercially successful pharmaceutical products. The new entity will assume the Osmotica name and will continue to offer Vertical/Trigen's full portolio of branded and generic products. Jefferies LLC provided financial advice to Osmotica. Covington & Burling LLP acted as legal counsel to Osmotica. Weil, Gotshal & Manges LLP acted as legal counsel to Vertical/Trigen.

TARGET: Collaboration on cancer ACQUIRER: Roche immunotherapy LISTING: NASDAQ: PIRS LISTING: SIX: RO LOCATION: Boston, Massachusetts CEO: Dr. Severin Schwan PHONE: 41 61 688 11 11 UNITS: Konzern-Hauptsitz FAX: 41 61 691 93 91 Grenzachersan 124 REVENUE: Basel, Switzerland 4070 NET INCOME: WEB SITE: www.roche.com

Pieris Pharmaceuticals, Inc. will discover, Roche operates in the pharmaceuticals and diagnostics businesses in characterize and optimize its proprietary Europe, North America and Asia. On a trailing 12-month basis, it Anticalin®-based drug candidates against an generated revenue of $49.5 billion, EBITDA of $18.7 billion and undisclosed target. net income of $8.8 billion.

ANNOUNCEMENT DATE: December 8, 2015 PRICE: $ 6,400,000 Approximate PRICE PER UNIT: TERMS: Pieris will receive an upfront payment PRICE/REVENUE: of CHF 6.5 million and committed PRICE/INCOME: research funding, milestone payments and mid single-digit to low double-digit royalties on any future product sales. Milestone payments could surpass CHF 415 Million. Roche will be responsible for IND-enabling activities, clinical development and worldwide marketing of any resulting products. Anticalins are a novel class of protein therapeutics validated in the clinic and by partnerships with leading pharmaceutical companies.

The Health Care M&A Report, 4th Quarter, 2015 210 TARGET: PaxVax, Inc. ACQUIRER: Cerberus Capital Management, LP

LISTING: Private LISTING: Private LOCATION: Redwood City, California CEO: Stephen A. Feinberg PHONE: 212-891-2100 UNITS: 875 Third Avenue FAX: REVENUE: New York, New York 10022 NET INCOME: WEB SITE: www.cerberuscapital.com

PaxVax is a fully integrated specialty vaccine Cerberus is a private investment firm, with more than $28 billion company that develops, manufactures and under management invested in four primary strategies: distressed commercializes innovative vaccines against securities & assets; control and non-control private equity; infectious diseases. commercial mid-market lending and real estate-related investments.

ANNOUNCEMENT DATE: December 8, 2015 PRICE: $105,000,000 PRICE PER UNIT: TERMS: Cerberus has acquired a majority PRICE/REVENUE: economic interest in the company. PRICE/INCOME: Ignition Growth Capital and other existing investors will remain as minority shareholders. This investment allows PaxVax to eliminate debt and to focus on growing its Vivotif® typhoid vaccine business and launching vaccines that are still in clinical development to treat cholera, anthrax, HIV and hepatitis A. Morgan Lewis & Bocklus LLP served as outside legal advisor to PaxVax on the transaction. Lowenstein Sandler LLP served as outside legal advisor to Cerberus on the transaction. DLA Piper served as outside legal advisor to Ignition on the transaction.

TARGET: Crealta Holdings LLC ACQUIRER: Horizon Pharma plc

LISTING: Private LISTING: NASDAQ: HZNP LOCATION: Glendale, Wisconsin CEO: Timothy P. Walbert PHONE: 353 1 772 2100 UNITS: Connaught House, 1st Floor FAX: REVENUE: Dublin, Ireland 4 NET INCOME: WEB SITE: www.horizonpharma.com

Crealta is a specialty pharmaceutical company with Horizon Pharma focuses on medicines for the treatment of arthritis, two marketed medicines, Krystexxa and Migergot. pain, inflammatory and/or orphan diseases. On a trailing 12-month Krystexxa is the first and only FDA-approved basis, it generated revenue of $616 million, EBITDA of $113.7 medicine for chronic refractory gout, an orphan million and a net loss of $16.1 million. disease and type of arthritis caused by uric acid build up in the blood.

ANNOUNCEMENT DATE: December 11, 2015 PRICE: $510,000,000 PRICE PER UNIT: TERMS: Cash. PRICE/REVENUE: PRICE/INCOME:

Horizon expects the acquisition to add $70 to $80 million in net sales and $45 to $50 million in adjusted EBITDA in the first 12 months after closing. The deal leverages its rheumatology infrastructure and sales force, and adds a biologic medicine in an orphan disease with strong intellectual property protection through 2027. Jefferies LLC acted as financial advisor to Horizon Pharma in the transaction. Cooley LLP and McCann FitzGerald served as Horizon's legal advisors.

The Health Care M&A Report, 4th Quarter, 2015 211 TARGET: 8 Sanofi U.S. drug products ACQUIRER: Wood Creek Capital Management, LLC

LISTING: NYSE: SNY LISTING: Private LOCATION: Bridgewater, New Jersey CEO: PHONE: 203-401-3220 UNITS: 157 Chursch Street, 20th Floor FAX: 203-401-3219 REVENUE: New Haven, Connecticut 06510 NET INCOME: WEB SITE: www.woodcreekcap.com

Sanofi U.S. is selling eight of its marketed drug Wood Creek Capital Management, a subsidiary of Babson Capital products: Anzemet® injection and tablets, Management, acquired the Sanofi products through a new company, Claforan® injection/IM/IV, Demerol® tablets, US Pharmaceuticals Holdings II LLC. Validus Pharmaceuticals will Drisdol® capsules and oral solution, Hiprex® serve as exclusive manager for the products. tablets, Lasix® tablets, Norpramin® tablets and Trental® tablets.

ANNOUNCEMENT DATE: December 14, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

These products give Validus Pharmaceuticals opportunities to generate sales in several new therapeutic markets and represents a significant growth catalyst for the company. Validus is focused on acquiring, reformulating and marketing FDA-approved prescription products.

TARGET: Collaboration on vadadustat ACQUIRER: Mitsubishi Tanabe Pharma Corp.

LISTING: NASDAQ: AKBA LISTING: TSE: 4508 LOCATION: Cambridge, Massachusetts CEO: Masayuki Mitsuka PHONE: 81-6-6205-5085 UNITS: 3-2-10, Dosho-machi, Chuo-ku FAX: REVENUE: Osaka, Japan NET INCOME: WEB SITE: www.mt-pharma.co.jp

Akebia Therapeutics has agreed to collaborate with Mitsubishi Tanabe Pharma Corp. (MTPC) is a research-driven MTPC to develop and commercialize vadadustat pharmaceutical company focused on treatments for autoimmune (formerly AKB-6548), an oral therapy for the diseases, diabetes and kidney disease, diseases of the central treatment of anemia related to chronic kidney nervous system and other conditions. disease, in Japan and certain other countries in Asia.

ANNOUNCEMENT DATE: December 14, 2015 PRICE: $ 40,000,000 PRICE PER UNIT: TERMS: $40 million upfront, and up to an PRICE/REVENUE: additional $60 million for costs PRICE/INCOME: associated with the global Phase 3 program. In addition, AKBA is eligible for up to $250 million in additional milestone payments. MTPC will also make tiered royalty payments, from low teens up to 20%, on sales of vadadustat in Japan, Taiwan, South Korea, Indonesia, India and other Asian countries.

The Health Care M&A Report, 4th Quarter, 2015 212 TARGET: Exclusive rights to Sprix ACQUIRER: Teva Pharmaceutical Industries Nasal Spray LISTING: NASDAQ: EGLT LISTING: NYSE: TEVA LOCATION: Wayne, Pennsylvania CEO: Erez Vigodman PHONE: 972 3 926 7267 UNITS: 5 Basel Street, PO Box 3190 FAX: 972 3 923 4050 REVENUE: Patch Tikva, Israel 49131 NET INCOME: WEB SITE: www.tevapharm.com

Egalet Corporation, a specialty pharmaceutical Teva Pharmaceutical Industries develops, manufactures and markets company, has granted exclusive marketing and generic, specialty and other pharmaceutical products worldwide. On commercialization rights to Sprix Nasal Spray in a trailing 12-month basis, it generated revenue of $19.9 billion, Israel, Gaza and the West Bank. EBITDA of $6.6 billion and net income of $1.8 billion.

ANNOUNCEMENT DATE: December 14, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Egalet will receive an undisclosed PRICE/REVENUE: upfront payment, sales-based milestones PRICE/INCOME: and will share in the profits from net sales of Sprix in those territories. Sprix Nasal Spray is a non-steroidal anti-inflammatory drug indicated in adult patients for the short-term management of moderate to moderately severe pain that requires analgesia at the opioid level.

TARGET: IBA Molecular ACQUIRER: CapVest Partners LP

LISTING: Private LISTING: Private LOCATION: Louvain-La-Neuve, Belgium CEO: Randl Shure, PHONE: 44(0)20 7389 7900 managing partner UNITS: 100 Pall Mall FAX: REVENUE: London, United Kingdom SW1Y 5NQ NET INCOME: WEB SITE: www.capvest.co.uk

IBA Molecular is being sold by Ion Beam CapVest Partners is an established European mid-market private Applications SA and SK Capital Partners. It equity firm focused on acquiring market leading companies develops, manufactures and distributes supplying essential products and services. radiopharmaceutical products used in molecular imaging, with operations across Europe and Asia.

ANNOUNCEMENT DATE: December 14, 2015 PRICE: $ 60,637,499 Approximate PRICE PER UNIT: TERMS: EUR 55 million in cash, representing a PRICE/REVENUE: capital gain of EUR 30 million ($33 PRICE/INCOME: million) based on the current valuation in IBA's books. IBA Molecular is being sold by Ion Beam Applications S.A. (40% ownership) and SK Capital Partners (60% ownership). IBA sold the U.S. portion of IBAM to Illinois Health and Science in August 2015. This transaction concerns the remainder of the IBAM business and its closing will complete IBA's exit from this business. The closing is expected by the end of the first quarter of 2016.

The Health Care M&A Report, 4th Quarter, 2015 213 TARGET: Takeda's respiratory ACQUIRER: AstraZeneca plc business LISTING: Tokyo: 4502 LISTING: NYSE: AZN LOCATION: Osaka, Japan CEO: Pascal Soriot PHONE: 44 20 7604 8000 UNITS: 2 Kingdom Street FAX: 44 20 7604 8151 REVENUE: London, United Kingdom W2 6BD NET INCOME: WEB SITE: www.astrazeneca.com

Takeda Pharmaceutical Company Ltd is selling its AstraZeneca focuses on prescription medicines in the areas of core respiratory business, including expanded rights infection, cardiovascular, metabolic, respiratory, inflammation, to roflumilast (marketed as Daliresp in the U.S. and autoimmune, oncology and neuroscience. On a trailing 12-month Daxas in other countries), the only approved oral basis, it generated revenue of $24.6 billion, EBITDA of $6.3 billion PDE4 inhibitor for the treatment of COPD. and net income of $1.7 billion.

ANNOUNCEMENT DATE: December 16, 2015 PRICE: $575,000,000 PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

AstraZeneca has marketed Daliresp in the United States since the acquisition of the rights from Actavis in the first quarter of 2015. Full acquisition of the global rights will support its respiratory franchise and complement the company's portfolio of treatment for severe COPD. Annual global sales of the three core medicines acquired, excluding any AstraZeneca sales of Daliresp in the US, were $198 million for the period ending in March 2015. This transaction is expected to close in the first quarter of 2016.

TARGET: Acerta Pharma B.V. ACQUIRER: AstraZeneca plc

LISTING: Private LISTING: NYSE: AZN LOCATION: OSS, The Netherlands CEO: Pascal Soriot PHONE: 44 20 7604 8000 UNITS: 2 Kingdom Street FAX: 44 20 7604 8151 REVENUE: London, United Kingdom W2 6BD NET INCOME: WEB SITE: www.astrazeneca.com

Acerta Pharma is a clinical-stage biopharmaceutical AstraZeneca focuses on prescription medicines in the areas of company that has a potential best-in-class infection, cardiovascular, metabolic, respiratory, inflammation, irreversible oral Bruton's tyrosine kinase (Btk) autoimmune, oncology and neuroscience. On a trailing 12-month inhibitor, acalabrutinib (ACP-196), currently in basis, it generated revenue of $24.6 billion, EBITDA of $6.3 billion Phase 3 development for B-cell blood cancers, and and net income of $1.7 billion. in Phase 1/2 for other trials.

ANNOUNCEMENT DATE: December 17, 2015 PRICE: $4,000,000,000 PRICE PER UNIT: TERMS: 55% of the entire issued share capital of PRICE/REVENUE: Acerta, comprised of $2.5 billion PRICE/INCOME: upfront and unconditional consideration of $1.5 billion to be paid by receipt of the first regulatory approval of ACP-196 in the U.S., or by the end of 2018. AstraZeneca has the rights to buy the remaining 45% of shares in Acerta at a price of approximately $3.0 billion net of certain costs and payments incurred by AstraZeneca. If approved, AstraZeneca believes ACP-196 could sell more than $5 billion a year and contribute to its oncology business. Goldman, Sachs & Co. is acting as lead financial advisor and Jefferies LLC is serving as joint financial advisor to Acerta. Morgan, Lewis & Bockius and Nauta Durlih are serving as legal counsel to Acerta.

The Health Care M&A Report, 4th Quarter, 2015 214 TARGET: Global partnership on ACQUIRER: Gilead Sciences, Inc. filgotinib LISTING: NASDAQ: NBI LISTING: NASDAQ: GILD LOCATION: Mechelen, Belgium CEO: Dr. John C. Martin, PHONE: 650-574-3000 PhD UNITS: 333 Lakeside Drive FAX: 650-578-9246 REVENUE: Foster City, California 94404 NET INCOME: WEB SITE: www.gilead.com

Galapagos NV has agreed to partner with Gilead to Gilead is a biopharmaceutical company specializing in medicines in develop and commercialize its JAK1-selective areas of unmet need. On a trailing 12-month basis, it generated inhibitor, filgotinib, for inflammatory indications. revenue of $31.5 billion, EBITDA of $22.4 billion and net income Phase 2 trial data show it has the potential to be of $16.9 billion. effective in patients with rheumatoid arthritis and Crohn's.

ANNOUNCEMENT DATE: December 17, 2015 PRICE: $725,000,000 PRICE PER UNIT: TERMS: Galapagos will receive $300 million for PRICE/REVENUE: a license fee and a $425 million equity PRICE/INCOME: investment. In addition, it is eligible for payments of up to $1.35 billion in milestones, with tiered royalties starting at 20%. The companies will collaborate on the global development of filgotinib starting with the initiation of Phase 3 trails in rheumatoid arthritis. Gilead's $425 million equity investment in Galapagos consists of subscribing to shares at a price of €58 per share, which represents a 20% premium compared with the average share price over the last 30 days. Gilead will own approximately 15% of the outstanding share capital of Galapagos, depending on the $/€ exchange rate at closing.

TARGET: Matawan Pharmaceuticals' ACQUIRER: Perrigo Company plc Retin-A portfolio LISTING: Private LISTING: NYSE: PRGO LOCATION: Cranford, New Jersey CEO: Joseph C. Papa PHONE: 353 1 604 0031 UNITS: Lower Grand Canal Street FAX: REVENUE: Dublin, Ireland 2 NET INCOME: WEB SITE: www.perrigo.com

Matawan Pharmaceuticals, LLC. is selling its Perrigo develops, manufactures and distributes over-the-counter and portfolio of generic dosage forms and strengths of generic prescription drugs, nutritional products and APIs. On a Retin-A® (tretinoin). Perrigo was the authorized trailing 12-month basis, it generated revenue of $5.0 billion, generic distributor of these products from 2005 to EBITDA of $1.5 billion and a net income of $144.3 million. 2013 before the agreement was terminated.

ANNOUNCEMENT DATE: December 17, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Generic and brand sales of Retin-A® were approximately $287 million for the 12 months ending October 2015. The transaction is expected to immediately exceed Perrigo's ROIC threshold and add more than $0.20 in adjusted EPS within the first 12 months post-close after the exclusion of estimates for intangible amortization, transaction costs and integration related expenses. The transaction is expected to close in the first quarter of 2016.

The Health Care M&A Report, 4th Quarter, 2015 215 TARGET: Global portfolio of ACQUIRER: Mallinckrodt plc hemostasis products LISTING: NASDAQ: MDCO LISTING: NYSE: MNK LOCATION: Parsippany, New Jersey CEO: Mark Christopher PHONE: 44 4246 263 051 Trudeau UNITS: Perth House, Millennium FAX: REVENUE: Chesterfield, United Kingdom S41 8 ND NET INCOME: WEB SITE: www.mallinckrodt.com

The Medicines Company is selling its global Mallinckrodt focuses on specialty pharmaceutical and portfolio of three hemostasis products: Recothrom® biopharmaceutical products, and nuclear imaging agents in Thrombin tropical (recombinant), PreveLeak™ and worldwide markets. On a trailing 12-month basis, it generated Raplixa™ (fibrin sealant). revenue of $3.35 billion, EBITDA of $1.3 billion and net income of $305.7 million.

ANNOUNCEMENT DATE: December 18, 2015 PRICE: $175,000,000 PRICE PER UNIT: TERMS: $175 million upfront, including PRICE/REVENUE: inventory, and up to $235 million in PRICE/INCOME: additional consideration for future milestone payments. The addition of the three hemostasis products boosts Mallinckrodt's growing hospital portfolio, and specifically expands on its current surgical pain management offering. This transaction is expected to be accretive in fiscal 2017, driving organic growth for these products in the low double-digits. Leerink Partners LLC is acting as financial advisor, and WilmerHale is acting as legal advisor to The Medicines Company. This transaction is expected to close in the first quarter of 2016. TARGET: Late-stage HIV R&D assets ACQUIRER: ViiV Healthcare

LISTING: NYSE: BMY LISTING: NYSE: GSK LOCATION: New York, New York CEO: David Redfern PHONE: 44 20 8380 6200 UNITS: 980 Great West Road FAX: REVENUE: Brentford, Middlesex, United Kingdom TW8 9GS NET INCOME: WEB SITE: www.viivhealthcare.com

Bristol-Myers Squibb is selling its late-stage HIV ViiV Healthcare is the global HIV business of GlaxoSmithKline R&D assets, including fostemsavir (BMS-663068), plc. an attachment inhibitor, currently in Phase 3 development for heavily treatment-experienced patients.

ANNOUNCEMENT DATE: December 18, 2015 PRICE: $317,000,000 PRICE PER UNIT: TERMS: $317 million upfront, followed by PRICE/REVENUE: development and first commercial sales PRICE/INCOME: milestones of up to $518 million, and tiered royalties on sales. This is one of two transactions announced between these parties on this date. Fostemsavir has received a Breakthrough Therapy Designation from the FDA and is expected to be filed for regulatory approval in 2018. The transaction also includes a maturation inhibitor (BMS-955176), currently in Phase 2b development, and a back-up maturation inhibitor candidate (BMS-986173). The two transactions are expected to close independently during the first half of 2016.

The Health Care M&A Report, 4th Quarter, 2015 216 TARGET: Zuplenz® oral soluble film ACQUIRER: Midatech Pharma, plc

LISTING: NASDAQ: GALE LISTING: NASDAQ: MTP LOCATION: Portland, Oregon CEO: Dr. James Neil PHONE: 44 1235 841 575 Phillips UNITS: 65 Innovation Dr., Milton Park FAX: REVENUE: Abingdon, United Kingdom X14 4RQ NET INCOME: WEB SITE: www.midatechgroup.com

Galena Biopharma, Inc. is selling its Zuplenz® Midatech is an international specialty pharmaceutical company (ondansetron) Oral Soluble Film product, which focused on oncology and other therapeutic areas with three uses proprietary PharmFilm® technology from marketed products in the U.S. On a trailing 12-month basis, it MonoSol Rx. generated revenue of $669,280 and a net loss of $16.8 million.

ANNOUNCEMENT DATE: December 18, 2015 PRICE: $ 3,750,000 PRICE PER UNIT: TERMS: $3.75 million in cash upfront, and up to PRICE/REVENUE: $26 million in additional cash upon the PRICE/INCOME: achievement of certain sales milestones. Galena will pay MonoSol Rx $900,000 of the upfront fee and 20% of any future milestone payments. Galena had previously announced its intention to divest itself of its two commercial assets, and this transaction is the second of those deals. With the sale of Zuplenz, the company will now focus on advancing its cancer immunotherapy clinical development pipeline, which is led by its Phase 3 product candidate, NeuVax. Mizuho Securities is acting as exclusive advisor to Galena Biopharma on this transaction. This transaction closed on December 24, 2015.

TARGET: License to ENHANZE™ ACQUIRER: Eli Lilly and Company platform LISTING: NASDAQ: HALO LISTING: NYSE: LLY LOCATION: San Diego, California CEO: Dr. John C. PHONE: 317-276-2000 Lechleiter UNITS: Lilly Corporate Center FAX: REVENUE: Indianapolis, Indiana 46285 NET INCOME: WEB SITE: www.lilly.com

Halozyme Therapeutics, Inc. is licensing its Eli Lilly discovers, develops, manufactures and sells pharmaceutical ENHANZE™ platform to Lilly to combine with products worldwide. On a trailing 12-month basis, it generated proprietary Lilly compounds to develop and revenue of $19.7 billion, EBITDA of $5.3 billion and net income of commercialize products. $2.4 billion.

ANNOUNCEMENT DATE: December 21, 2015 PRICE: $ 25,000,000 PRICE PER UNIT: TERMS: Halozyme will receive an initial $25 PRICE/REVENUE: million payment, followed by milestone PRICE/INCOME: payments of up to $160 million for each of up to five collaboration targets valued at up to $800 million. ENHANZE™ is Halozyme's proprietary drug delivery platform based on its patented recombinant human hyaluronidase enzyme (rHuPH20) that temporarily degrades hyaluronan to aid in the dispersion and absorption of other injected therapeutic drugs. Lilly will pay Halozyme mid-single digit royalties if any products are commercialized.

The Health Care M&A Report, 4th Quarter, 2015 217 TARGET: License to tivozanib in ACQUIRER: EUSA Pharma Europe LISTING: NASDAQ: AVEO LISTING: Private LOCATION: Cambridge, Massachusetts CEO: Lee Morley PHONE: +44 (0) 3305001140 UNITS: Ground Floor, Suite F, FAX: Breakspear Park REVENUE: Hempstead, England HP2 4TZ NET INCOME: WEB SITE: www.eusapharma.com

AVEO Oncology has agreed to grant an exclusive EUSA Pharma is a specialty pharmaceutical company founded in license for the European rights to tivozanib to March 2015. It has a portfolio of five approved and several named- EUSA Pharma. Tivozanib is used for the treatment patient specialty hospital products. of advanced renal cell carcinoma.

ANNOUNCEMENT DATE: December 21, 2015 PRICE: $ 2,500,000 PRICE PER UNIT: TERMS: AVEO will receive an upfront research PRICE/REVENUE: and development funding payment of PRICE/INCOME: $2.5 million, and up to $394 million in potential payments and milestones. AVEO has retained the commerical rights to tivozanib in oncology in North America. Between this partnership and previous agreements with Ophthotech and Pharmstandard relating to tivozanib, AVEO can potentially receive over $35 million in the next 18 months. This would provide substantial additional funding to support AVEO's tivozanib development strategy for North America.

TARGET: Avita Medical Limited ACQUIRER: Medical Developments International respiratory business Limited

LISTING: ASX: AVH LISTING: ASX: MVP LOCATION: Melbourn, United Kingdom CEO: John Sharman PHONE: 61 3 9547 1888 UNITS: 56 Smith Road FAX: 61 3 9547 0262 REVENUE: Springvale, Australia 3171 NET INCOME: WEB SITE: www.medicaldev.com

Avita Medical develops and distributes regenerative Medical Developments International Limited manufactures and products for the treatment of a broad range of distributes pharmaceutical drugs, and medical and veterinary wounds, scars and skin defects. Avita Medical’s equipment. On a trailing 12-month basis, it generated revenue of respiratory business includes Breath-A-Tech® and $11.6 million, EBITDA of $3.2 million and net income of $1.5 Funhaler®. million.

ANNOUNCEMENT DATE: December 24, 2015 PRICE: $ 2,640,000 PRICE PER UNIT: TERMS: $2.2 million cash. MVP also has the PRICE/REVENUE: option to grant either 125,000 new MVP PRICE/INCOME: shares escrowed for 6 months or an additional $44,000 in cash. This acquisition will transform MVP’s Australian respiratory business and help establish it as a market leader in asthma respiratory devices. The acquisition significantly improves MVP’s gross margins and is expected to be EPS positive from the start. This acquisition is expected to close in early February 2016.

The Health Care M&A Report, 4th Quarter, 2015 218

PHYSICIAN MEDICAL GROUPS

TARGET: 3 physician practices in ACQUIRER: IPC Healthcare, Inc. Florida LISTING: Private LISTING: NASDAQ: IPCM LOCATION: Ocala, Florida CEO: Dr.Adam D. Singer PHONE: 888-447-2362 UNITS: 4605 Lankershim Blvd., Ste. FAX: 617 REVENUE: North Hollywood, California 91602 NET INCOME: WEB SITE: www.hospitalist.com

IPC Healthcare has acquired the following practices IPC Healthcare provides acute hospitalist and post-acute care in Ocala, Florida: Ocala Hospital Group, PA; services in the United States. On a trailing 12-month basis, it Hospitalists of Ocala, LLC; and Ocala Geriatric generated revenue of $713.8 million, EBITDA of $70.4 million and Services. net income of $33.3 million.

ANNOUNCEMENT DATE: October 1, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The acquisitions complement IPC Healthcare's existing market presence for acute and post-acute services in the Ocala region. The three acquisitions are expected to add more than 130,000 encounters on a combined annualized basis.

TARGET: Lifestages Centers for ACQUIRER: Premier Health Women LISTING: Private LISTING: Nonprofit LOCATION: Dayton, Ohio CEO: James R. Pancoast PHONE: 937-738-5772 UNITS: 8 (physicians) 110 North Main Street FAX: REVENUE: Dayton, Ohio 45402 NET INCOME: WEB SITE: www.premierhealth.com

Lifestages Centers for Women (formerly Lifestages Premier Health operates five area hospitals, nine outpatient centers, Samaritan Centers for Women) offers two long-term care facilities. Its physician group, Premier Health comprehensive healthcare for women such as Specialists, is the largest group of specialty care practices in the obstetrics, gynecology and bladder and pelvic Miami Valley. health. The practice includes eight physicians.

ANNOUNCEMENT DATE: October 1, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The acquisition will strengthen Premier's existing OB/GYN expertise, which has about 10 other practices elsewhere in the region. This is part of a string of acquisition by Premier to add small specialty practices to enhance its outpatient services. Lifestages will continue to operate under the affiliation of Premier Health Specialists, and is rebranding under the Premier Health umbrella.

The Health Care M&A Report, 4th Quarter, 2015 221 TARGET: Cancer Care & Hematology ACQUIRER: Roswell Park Cancer Institute of Niagara LISTING: Private LISTING: Nonprofit LOCATION: Niagara Falls, New York CEO: Dr. Candace S. PHONE: 716-845-2300 Johnson UNITS: 1 (physician) 655 Elm Street FAX: REVENUE: Buffalo, New York 14203 NET INCOME: WEB SITE: www.roswellpark.org

Cancer Care & Hematology of Niagara is a private Roswell Park Cancer Institute (RCPI) is a 133-bed hospital with oncology practice operated by Dr. Mohamed 292 physicians on staff. It is comprised of two organizations, Ahmed in 2008. Roswell Park Cancer Institute Corporation and Health Research Inc. Roswell Park Division.

ANNOUNCEMENT DATE: October 19, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Cancer Care & Hematology of Niagara will remain in its present location on Military Road in Niagara Falls, but will change its name to Roswell Park Hematology Oncology of Niagara.

TARGET: Hospital Medicine ACQUIRER: IPC Healthcare, Inc. Consultants, LLC LISTING: Private LISTING: NASDAQ: IPCM LOCATION: Chicago, Illinois CEO: Dr. Adam Singer PHONE: 888-447-2362 UNITS: 4605 Lankershim Blvd., Ste. FAX: 617 REVENUE: North Hollywood, California 91602 NET INCOME: WEB SITE: www.hospitalist.com

Hospital Medicine Consultants consists of four IPC Healthcare provides acute hospitalist and post-acute care physicians in two primary specialties, internal services, and manages the care of hospitalized patients. On a trailing medicine and nurse practitioner. 12-month basis, it generated revenue of $728.8 million, EBITDA of $59.7 million and net income of $28.8 million.

ANNOUNCEMENT DATE: October 22, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition expands IPC's presence in the northwestern suburbs of Chicago. It is expected to add more than 20,000 encounters on a combined annualized basis.

The Health Care M&A Report, 4th Quarter, 2015 222 TARGET: 3 orthopedic practices ACQUIRER: Ortho Rhode Island

LISTING: Private LISTING: Private LOCATION: Rhode Island CEO: Michael Bradley PHONE: 401-459-4001 UNITS: 285 Promenade ST. FAX: REVENUE: Providence, Rhode Island 02908 NET INCOME: WEB SITE: orthopedicsri.com

Blackstone Orthopedics & Sports Medicine, Ortho Rhode Island is the result of the consolidation of three Foundry Orthopedics & Sports Medicine and South orthopedic practices, with 14 locations throughout Rhode Island and County Orthopedics, are merging to form Ortho nearly 40 providers serving the orthopedic needs of patients in Rhode Island. Rhode Island and southern Massachusetts.

ANNOUNCEMENT DATE: October 27, 2015 PRICE: Merger PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The group formed knowing that when practices join together, physicians make quicker decisions for improving patient care and managing costs. Ortho Rhode Island is not controlled by any hospital or institution. It remains a private orthopedic practice, and is the largest privately held orthopedic provider in the state.

TARGET: Digestive Specialty Care, ACQUIRER: Premier Health Inc. LISTING: Private LISTING: Nonprofit LOCATION: Troy, Ohio CEO: James R. Pancoast PHONE: 937-738-5772 UNITS: 3 (physicians) 110 N. Main Street FAX: REVENUE: Dayton, Ohio 45402 NET INCOME: WEB SITE: www.premierhealth.com

Digestive Specialty Care is a three- physician Premier Health operates five area hospitals, nine outpatient centers, practice that offers diagnosis and treatment for two long-term care facilities and provides numerous other services. diseases and disorders of the gastrointestinal tract and digestive system.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Digestive Specialty Care has been renamed Premier Gastroenterology Specialists, and is part of the hospital's Premier Health Specialists division.

The Health Care M&A Report, 4th Quarter, 2015 223 TARGET: Questcare Medical Services ACQUIRER: Envision Healthcare Holdings, Inc.

LISTING: Private LISTING: NYSE: EVHC LOCATION: Dallas, Texas CEO: William A. Sanger PHONE: 303-495-1200 UNITS: 6200 S. Syracuse Way, Ste. 200 FAX: REVENUE: $160,000,000 (est. annual Greenwood Village, Colorado 80111 revenue) NET INCOME: WEB SITE: www.evhc.net

Questcare Medical Services and its subsidiary, QRx Envision Healthcare Holdings provides physician-led outsourced Medical Management LLC, are being acquired. medical services to consumers, hospitals, healthcare systems and Questcare Medical has more than 800 clinical others. On a trailing 12-month basis, it generated revenue of $5.1 providers at 50 facilities in Texas, Oklahoma and billion, EBITDA of $579 million and net income of $153 million. Colorado. QRx is a management services organization.

ANNOUNCEMENT DATE: November 3, 2015 PRICE: $135,000,000 Approximate PRICE PER UNIT: TERMS: PRICE/REVENUE: .84 PRICE/INCOME:

Questcare clinicians manage patient care across multiple hospital-based clinical specialties, including emergency department, hospitalist, critical care unit and pediatric and obstetric hospitalist care services. In addition, it provides post-acute facility-based care as well as primary care, urgent care and telemedicine services. The transaction is expected to close in the fourth quarter of 2015.

TARGET: Valley Anesthesiology & ACQUIRER: Sheridan Pain Consultants LISTING: Private LISTING: NASDAQ: AMSG LOCATION: Phoenix, Arizona CEO: Christoper A. Holden PHONE: 800-437-2672 UNITS: 1613 N. Harrison Parkway FAX: REVENUE: Sunrise, Florida 33323 NET INCOME: WEB SITE: sheridanhealthcare.com

Valley is one of the largest independent Sheridan is the physician services division of AmSurg Corp., anesthesiology practices in the country. It provides acquired in 2014 for $2.3 billion. It provides outsourced physician anesthesiology and pain management services services in multiple specialties to hospitals, ASCs and other through more than 240 physicians and 38 allied healthcare facilities. health providers to 21 hospitals and 25 ambulatory surgery centers.

ANNOUNCEMENT DATE: November 3, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Sheridan provides anesthesiology, neonatology, radiology and emergency medical services. As of September 30, 2015, AmSurg owned and operated 253 ambulatory surgery centers in 34 states, and provided physicians to more than 360 healthcare facilities in 27 states. Houlihan Lokey served as the exclusive financial advisor to Valley Anesthesiology and assisted in initiating, structuring, and negotiating the transaction on behalf of the company. The transaction closed on November 2, 2015.

The Health Care M&A Report, 4th Quarter, 2015 224 TARGET: Medical Management ACQUIRER: PracticeMax Corporation of America LISTING: Private LISTING: Private LOCATION: Brewster, New York CEO: Bill Carns PHONE: 480-374-7200 UNITS: 9382 East Bahia Dr., #B202 FAX: REVENUE: Scottsdale, Arizona 85260 NET INCOME: WEB SITE: www.practicemax.com

Medical Management Corporation is one of the PracticeMax is a national provider of practice management and largest medical practice management companies in healthcare technology services, including billing, software, data the northeastern U.S., specializing in orthopedics, analytics and satisfaction research for medical practice and clinical spine, neurosurgery, intraoperative operations. neuromonitoring, neurology, physical medicine and more.

ANNOUNCEMENT DATE: November 10, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

PracticeMax serves more than 5,500 providers in all 50 states, processing more than $1.6 billion in annual charges for more than 44 different specialties. This acquisition expands its presence in the northeastern United States.

TARGET: Amity Health, LLC ACQUIRER: IPC Healthcare, Inc.

LISTING: Private LISTING: NASDAQ: IPCM LOCATION: Wichita, Kansas CEO: R. Jeffrey Taylor PHONE: 800-818-1498 UNITS: 4605 Lankershim Blvd., Ste. FAX: 617 REVENUE: North Hollywood, California 91602 NET INCOME: WEB SITE: www.hospitalist.com

Amity Health focuses on post-acute services and IPC Healthcare is a leading national acute hospitalist and post-acute population health management in the Wichita area. provider group practice company. On a trailing 12-month basis, it generated revenue of $728.8 million, EBITDA of $66.7 million and net income of $28.3 million.

ANNOUNCEMENT DATE: November 13, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition expands IPC's post-acute market presence in Wichita, and is expected to add more than 13,000 encounters on an annualized basis.

The Health Care M&A Report, 4th Quarter, 2015 225 TARGET: Kansas City Vascular PC ACQUIRER: Vascular Surgery Associates

LISTING: Private LISTING: Private LOCATION: Kansas City, Missouri CEO: Mike Waldschmidt, PHONE: 816-781-5006 MD UNITS: 7 (physicians) 2521 Glenn Hendren Dr., Ste. 1 FAX: REVENUE: Liberty, Missouri 64068 NET INCOME: WEB SITE: www.vsalib.com

Kansas City Vascular was formed in 1984 by Dr. Vascular Surgery Associates specializes in minimally invasive Karl Stark. Its five physicians serve seven hospitals treatment of varicose and spider veins. The practice has two in the Kansas City area. physicians.

ANNOUNCEMENT DATE: November 17, 2015 PRICE: Merger PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The two practices will combine to form Midwest Aortic & Vascular Institute, with seven surgeons and four offices in Independence, Lee's Summit, Liberty and North Kansas City, Missouri. This transaction closed on January 1, 2016.

TARGET: Anesthesia Services ACQUIRER: PhyMed Management, LLC Associates, PLLC LISTING: Private LISTING: Private LOCATION: Hendersonville, Tennessee CEO: Sami S. Abbasi PHONE: 855-331-4999 UNITS: 110 29th Avenue North, Suite FAX: 301 REVENUE: Nashville, Tennessee 37203 NET INCOME: WEB SITE: www.phymed.com

Anesthesia Services Associates provides anesthesia PhyMed Management is a physician-owned company comprised of department management and staffing for TriStar anesthesia, pain management and critical care professionals serving Hendersonville Medical Center, an HCA hospital, healthcare systems and ambulatory surgery centers. and several ambulatory surgery centers in the area.

ANNOUNCEMENT DATE: November 19, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Waller Lansden Dortch & Davis, LLP acted as legal counsel to Anesthesia Services Associates in the transaction, and Edgemont Capital Partners, LP acted as exclusive financial advisor. The transaction closed on November 16, 2015.

The Health Care M&A Report, 4th Quarter, 2015 226 TARGET: Heartland Geriatrics, LLC ACQUIRER: IPC Healthcare, Inc.

LISTING: Private LISTING: NASDAQ: IPCM LOCATION: Overland Park, Kansas CEO: Dr. Adam Singer PHONE: 888-447-2362 UNITS: 4605 Lankershim Blvd., Ste. FAX: 617 REVENUE: North Hollywood, California 91602 NET INCOME: WEB SITE: www.hospitalist.com

Heartland Geriatrics, LLC is in Overland Park, IPC Healthcare provides acute hospitalist and post-acute care Kansas. This acquisition is expected to add more services, and manages the care of hospitalized patients. On a trailing than 15,000 encounters on a combined annualized 12-month basis, it generated revenue of $728.8 million, EBITDA of basis. $66.7 million and net income of $28.3 million.

ANNOUNCEMENT DATE: November 19, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition complements IPC's existing market presence for acute and post-acute services in the Kansas City area.

TARGET: South Metro Primary Care ACQUIRER: Primary Physician Partners

LISTING: Private LISTING: Private LOCATION: Denver, Colorado CEO: Kenneth Nielsen PHONE: 720-612-6600 UNITS: 320 (clinicians) 1125 17th St #1000 FAX: REVENUE: Denver, Colorado 80202 NET INCOME: WEB SITE:

South Metro Primary Care is an independent Primary Physician Partners is an independent practice association practice association (IPA) that covers the south and (IPA) that covers the north and west portions of the Denver metro eastern areas of the metro Denver area. area.

ANNOUNCEMENT DATE: November 23, 2015 PRICE: Merger PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The practices are merging to form PHPprime, which will be managed by Physician Health Partners, a Denver area medical management company. Collectively, PHPprime will have more than 320 primary care providers including family practice physicians, geriatricians and internal medicine physicians, nurse practitioners and physician assistants. The group consists of 85 clinically integrated and community-based medical practices.

The Health Care M&A Report, 4th Quarter, 2015 227 TARGET: ProCare Systems Inc. ACQUIRER: North American Partners in Anesthesia

LISTING: Private LISTING: Private LOCATION: Grand Rapids, Michigan CEO: John F. Di Capua PHONE: 516-945-3000 UNITS: 68 S. Service Road, Suite 350 FAX: REVENUE: Melville, New York NET INCOME: WEB SITE: napaanesthesia.com

ProCare Systems is a management services North American Partners in Anesthesia (NAPA) is the leading organization focused on chronic pain management. single-specialty anesthesia and periopertive management company ProCare provides services to three chronic pain in the United States. NAPA currently manages 27 hospital and management practices at 13 locations throughout office-based chronic pain management locations. Michigan.

ANNOUNCEMENT DATE: December 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

ProCare will serve as NAPA’s strategically focused Center of Excellence, specializing in managing and growing chronic pain management practices throughout the United States. The combined organization will focus its efforts on helping patients manage and alleviate their chronic pain through a data-driven patient experience system

TARGET: Salinas Valley PrimeCare ACQUIRER: Salinas Valley Memorial Healthcare Medical Group System

LISTING: Private LISTING: Nonprofit LOCATION: Salinas, California CEO: Pete Delgado PHONE: 831-757-4333 UNITS: 20 Physicians 450 Eat Romie Lane FAX: REVENUE: Salinas, California 93901-4029 NET INCOME: WEB SITE: www.svmh.com

Salinas Valley PrimeCare is a 20-physician Salinas Valley Memorial Healthcare System is an integrated primary/specialty medical group in the Salinas network of healthcare programs, services and facilities that serves Valley, south of San Francisco. residents of Monterey County. The 269-bed Salinas Valley Memorial Hospital is the cornerstone of the system.

ANNOUNCEMENT DATE: December 4, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Salinas Valley PrimeCare Medical Group provides care to more than 40,000 residents annually through its two primary care locations, an urgent care center and a full service diagnostic laboratory. This strategic transaction strengthens Salinas Valley Memorial's reach and the expansion of its urgent care platform, Doctors on Duty. Brown Gibbons Lang & Company advised Salinas Valley Memorial on the transaction.

The Health Care M&A Report, 4th Quarter, 2015 228 TARGET: Premier Emergency Medical ACQUIRER: Sheridan Specialists, PLLC LISTING: Private LISTING: NASDAQ: AMSG LOCATION: Phoenix, Arizona CEO: Robert Coward PHONE: 800-437-2672 UNITS: 49 (physicians) 1613 N. Harrison Parkway FAX: REVENUE: Sunrise, Florida 33323 NET INCOME: WEB SITE: sheridanhealthcare.com

Premier Emergency Medical Specialists has 49 Sheridan is the Physician Services division of AmSurg Corp. It physicians providing care in the Phoenix market, provides outsourced physician services to hospitals, ASCs and other and is the exclusive provider of emergency services healthcare facilities primarily in the areas of anesthesiology for two Dignity Health Hospitals: Chandler services, children's services, emergency medicine and radiology Regional Medical Center and Mercy Gilbert services. Medical Center.

ANNOUNCEMENT DATE: December 7, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition marks Sheridan's entry into the emergency medicine specialty market in Phoenix and adds to AmSurg's presence in Arizona. Edgemont Capital Partners, L.P. acted as exclusive financial advisor to Premier Emergency Medical Specialists PLLC.

TARGET: Surgery Center of Athens ACQUIRER: Surgical Care Affiliates

LISTING: Private LISTING: NASDAQ: SCAI LOCATION: Athens, Georgia CEO: Andrew Hayek PHONE: 800-768-0094 UNITS: 13 (physicians) 520 Lake Cook Road, Ste. 250 FAX: REVENUE: Deerfield, Illinois 60015 NET INCOME: WEB SITE: scasuregery.com

The partnership operates an ambulatory surgical Surgical Care Affiliates partners with physicians, health systems facility that represents an important access point for and health plans across the country to develop and operate surgical high quality, low cost surgical services in Athens facilities. As of Sept. 30, 2015, it operated 194 surgical facilities, and the surrounding region. 109 of which are in affiliation with health system partnerships.

ANNOUNCEMENT DATE: December 7, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This transaction expands SCA's presence in Georgia to three locations and aligns SCA with an additional 13 physicians.

The Health Care M&A Report, 4th Quarter, 2015 229 TARGET: Moorestown Foot ACQUIRER: Foot Health Centers, P.A. Specialists, LLC LISTING: Private LISTING: Private LOCATION: Moorestown, New Jersey CEO: Lawrence Levin, PHONE: 856-795-1003 DPM UNITS: 52 Berlin Road, Ste. 5000 FAX: REVENUE: Cherry Hill, New Jersey 08034 NET INCOME: WEB SITE: www.foothealthcenters.com

Moorestown Foot Specialists is a solo-practitioner Foot Health Centers is a podiatry group that now provides services office run by Dr. Ronald Barbella. in 35 locations in southern New Jersey. It has about 120,000 patient visits per year, with revenue of $6 million to $7 million.

ANNOUNCEMENT DATE: December 8, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Sold for stock in Foot Health Centers PRICE/REVENUE: and a commensurate salary increase for PRICE/INCOME: Dr. Barbella. This acquisition continues Foot Health Centers' strategy to acquire small podiatry practices in which the doctors stay on and there is no purchase price. This acquisition expands Moorestown Foot Specialists as the office will double in size, to 1,600 square feet, to accommodate another physician.

TARGET: Northside Anesthesiology ACQUIRER: Sheridan Consultants LISTING: Private LISTING: NASDAQ: AMSG LOCATION: Atlanta, Georgia CEO: Robert Coward, PHONE: 800-437-2672 president UNITS: 60 (physicians) 1613 N. Harrison Parkway FAX: REVENUE: Sunrise, Florida 33323 NET INCOME: WEB SITE: www.sheridanhealthcare.com

Northside Anesthesiology Consultants, LLC (NAC) Sheridan, the Physician Services Division of AmSurg Corp., has 60 physicians providing care in the market, and provides outsourced physician services in multiple specialties to is the exclusive provider of anesthesiology for hospitals, ASCs and other healthcare facilities throughout the Northside Hospital Healthcare System, with three United States. acute-care hospitals and 24 associated sites.

ANNOUNCEMENT DATE: December 16, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

In addition to its physician providers, NAC also employs 125 anesthetists, as well as other clinical and administrative personnel.

The Health Care M&A Report, 4th Quarter, 2015 230 TARGET: Everest Inpatient Physicians ACQUIRER: TeamHealth Holdings, Inc.

LISTING: Private LISTING: NYSE: TMH LOCATION: Houston, Texas CEO: Michael D. Snow PHONE: 865-693-1000 UNITS: 265 Brookview Centre Way, St. FAX: 400 REVENUE: Knoxville, Tennessee 37919 NET INCOME: WEB SITE: www.teamhealth.com

Everest Inpatient Physicians specializes in both TeamHealth provides outsourced healthcare professional staffing acute and post-acute medicine and provides services and administrative services to hospitals and other healthcare for approximately 27,000 patient encounters providers. On a trailing 12-month basis, it generated revenue of $3.4 annually. billion, EBITDA of $337.7 million and net income of $108.5 million.

ANNOUNCEMENT DATE: December 17, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

These acquisitions mark the company's first in the acute and post-acute care space following Team Health's merger with IPC Healthcare on November 23. Everest Inpatient Physicians partners with six hospitals throughout southwestern Houston, including Memorial Hermann Health System, an existing TeamHealth client for emergency medicine, hospital medicine, OB/GYN hospitalist and urgent care services.

TARGET: Tampa Bay Emergency ACQUIRER: U.S. Acute Care Solutions Physicians, PL LISTING: Private LISTING: Private LOCATION: Tampa, Florida CEO: Dr. Dominic Bagnoli PHONE: 800-828-0898 UNITS: 45 (physicians) 4535 Dressler Road NW FAX: 330-493-8677 REVENUE: Canton, Ohio 44718 NET INCOME: WEB SITE: www.usacs.com

Tampa Bay Emergency Physicians employs 45 U.S. Acute Care Solutions is a majority-physician-owned board-certified emergency medicine physicians and organization established in April 2015 by Emergency Medicine 30 physician assistants and nurse practitioners. The Physicians and the private equity firm Welsh, Carson, Anderson & practice sees nearly 200,000 patients annually. Stowe.

ANNOUNCEMENT DATE: December 22, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Tampa Bay Emergency Physicians will remain partners in their practice and become shareholders in USACS, while gaining access to the resources and support of the larger company. Ropes & Gray LLP served as legal counsel to USACS. MHT Midspan serviced as the financial advisor to Tampa Bay Emergency Physicians, and Foley & Lardner served as its legal counsel.

The Health Care M&A Report, 4th Quarter, 2015 231

REHABILITATION

TARGET: Bradley & Monson Physical ACQUIRER: MOTION PT Therapy LISTING: Private LISTING: Private LOCATION: New York, New York CEO: Edward Miersch PHONE: 212-355-7827 UNITS: 160 East 56th Street FAX: 212-355-0963 REVENUE: New York, New York 10022 NET INCOME: WEB SITE: motionptg.com

Bradley & Monson offers physical therapy, MOTION PT, formed by Pharos Capital Group in June 2015, is a massage, independent fitness workouts and other leading provider of physical therapy and occupational therapy customized services to treat and prevent a wide services in New York. It was formed through the combination of range of orthopedic conditions. MetroSportsMed and STAR Physical Therapy.

ANNOUNCEMENT DATE: October 7, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Bradley & Monson Physical Therapy is located on the Upper West Side of Manhattan. It was founded in 1981 by Maggie Bradley and Lori Monson.

TARGET: Argent Rehabilitation ACQUIRER: ExamWorks Group, Inc. Services LISTING: Private LISTING: NASDAQ: EXAM LOCATION: Croydon, United Kingdom CEO: James K. Price PHONE: 404-952-2400 UNITS: 3280 Peachtree Road NE, Ste. FAX: 404-846-1554 2625 REVENUE: $ 27,000,000 (approx. Atlanta, Georgia 30305 annual) NET INCOME: WEB SITE: www.examworks.com

Argent Rehabilitation Services and Argent ExamWorks provides independent medical examinations, peer and Investigation Services are being acquired. bill reviews, Medicare compliance and other related services in the U.S., Canada, the UK and Australia. On a trailing 12-month basis, it generated revenue of $813 million and EBITDA of $111.7 million.

ANNOUNCEMENT DATE: November 23, 2015 PRICE: $ 53,000,000 Approximate PRICE PER UNIT: TERMS: £35 million PRICE/REVENUE: 1.96 PRICE/INCOME:

This transaction makes ExamWorks' UK subsidiaries, Premex Group and 3rd Rehabilitation Services, one of the UK's largest rehabilitation service providers. The combination provides incremental scale to operations and brings expertise in the complex and high-value claim arena to the Premex portfolio.

The Health Care M&A Report, 4th Quarter, 2015 235 TARGET: 2 physical therapy practices ACQUIRER: ATI Physical Therapy

LISTING: Private LISTING: Private LOCATION: Massachusetts CEO: Dylan Bates PHONE: 630-296-2222 UNITS: 790 Remington Blvd. FAX: REVENUE: Bolingbrook, Illinois 60440 NET INCOME: WEB SITE: www.atipt.com

ATI Physical Therapy has acquired Sports & ATI is a comprehensive orthopedic rehabilitation provider, Physical Therapy Associates (SPTA) and Attain specializing in research-based physical therapy, work conditioning, Therapy + Fitness. functional capacity evaluations, sports medicine, women's health and employer worksite solutions.

ANNOUNCEMENT DATE: December 8, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

SPTA and Attain Therapy + Fitness adds 29 outpatient physical therapy clinics in the state of Massachusetts, elevating ATI's national coverage to 17 states. Sports & Physical Therapy Associates was advised by Provident Healthcare Partners, LLC. Attain Therapy + Fitness was advised by BellMark Partners, LLC.

TARGET: Dynamic Care Physical ACQUIRER: MOTION PT Therapy LISTING: Private LISTING: Private LOCATION: Lawrence, New York CEO: Edward Miersch PHONE: 212-355-7827 UNITS: 160 East 56th Street FAX: 212-355-0963 REVENUE: New York, New York 10022 NET INCOME: WEB SITE: motionptg.com

Dynamic Care offers outpatient physical therapy MOTION PT, formed by Pharos Capital Group in June 2015, is a services, treating patients with a broad spectrum of leading provider of physical therapy and occupational therapy needs, including orthopedic sports injuries, post- services in New York. It was formed through the combination of surgery, neurological disorders, low back pain and MetroSportsMed and STAR Physical Therapy. vestibular issues.

ANNOUNCEMENT DATE: December 8, 2015 PRICE: Merger PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Founder and President of Dynamic Care, Jaime Madden and the company’s 13 employees will join MOTION PT Group. This acquisition will help MOTION serve the metropolitan area and will help MOTION's goal of becoming one the area's premier physical therapy networks.

The Health Care M&A Report, 4th Quarter, 2015 236 TARGET: Upstream Rehabilitation ACQUIRER: Revelstoke Capital Partners, LLC

LISTING: Private LISTING: Private LOCATION: Birmingham, Alabama CEO: Mark M. King PHONE: 303-953-5100 UNITS: 3033 East 1st Ave., Ste. 501 FAX: REVENUE: Denver, Colorado 80206 NET INCOME: WEB SITE: www.revelstokecp.com

Charterhouse Equity Partners is selling its portfolio Revelstoke Capital Partners LLC commits between $10 million and company, Upstream Rehabilitation, which owns and $250 million per transaction in companies that have an EBITDA of operates outpatient physical and occupational at least $5 million and have been operating and/or profitable for at therapy/rehabilitation clinics. least three years.

ANNOUNCEMENT DATE: December 8, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Mezzanine capital was provided by a PRICE/REVENUE: group including Yukon Partners and PRICE/INCOME: Northwestern Mutual Capital, and Ally Corporate Finance acted as administrative agent, sole lead arranger and book runner on the senior credit facility. Upstream Rehabilitation focuses on trauma, sport, work-related and post-surgical cases and has locations throughout the southeastern United States, as well as Texas, Arizona, Utah, Oregon and Colorado. Winston & Strawn LLP served as legal advisor to Revelstoke. Harris Williams & Co. served as financial advisor, and Proskauer Rose LLP served as legal advisor, to Upstream in the transaction. TARGET: Greco Physical Therapy and ACQUIRER: MOTION PT Sports Performance LISTING: Private LISTING: Private LOCATION: Greenvale, New York CEO: Edward Miersch PHONE: 212-355-7827 UNITS: 160 East 56th Street FAX: 212-355-0963 REVENUE: New York, New York 10022 NET INCOME: WEB SITE: motionptg.com

Greco Physical Therapy and Sports Performance MOTION PT Group was formed in June 2015 through the has two locations on the North Shore of Long combination of Brooklyn-based MetroSportsMed with Manhattan- Island, in St. James and Greenvale, New York. The based STAR Physical Therapy. MOTION has over 200 employees. company focuses on physical therapy treatments for Headquartered in New York City with 13 locations. orthopedic and sports injuries.

ANNOUNCEMENT DATE: December 16, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

In addition to this acquisition, MOTION PT has acquired two other physical therapy centers in the metropolitan area. The three companies will become part of MOTION PT Group but will retain their individual brand identities.

The Health Care M&A Report, 4th Quarter, 2015 237 TARGET: ProActive Physical & Hand ACQUIRER: MOTION PT Therapy LISTING: Private LISTING: Private LOCATION: Bronx, New York CEO: Edward Miersch PHONE: 212-355-7827 UNITS: 160 East 56th Street FAX: 212-355-0963 REVENUE: New York, New York 10022 NET INCOME: WEB SITE: motionptg.com

ProActive Physical & Hand Therapy offers a MOTION PT Group was formed in June 2015 through the variety of physical and occupational therapy combination of Brooklyn-based MetroSportsMed with Manhattan- services, including post-operative therapy, athletic based STAR Physical Therapy. MOTION has over 200 employees. training and geriatric programs stressing balance, Headquartered in New York City with 13 locations. muscle strengthening and fall prevention.

ANNOUNCEMENT DATE: December 16, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

In addition to this acquisition, MOTION PT has acquired two other physical therapy centers in the metropolitan area. The three companies will become part of MOTION PT Group but will retain their individual brand identities.

The Health Care M&A Report, 4th Quarter, 2015 238

OTHER SERVICES

TARGET: ElderWatch Plus, Inc. ACQUIRER: Senior Care Centers of America

LISTING: Private LISTING: Private LOCATION: Philadelphia, Pennsylvania CEO: Jim Donnelly PHONE: 877-435-3372 UNITS: 6 Neshaminy Interplex, Suite FAX: 215-642-6610 401 REVENUE: Trevose, Pennsylvania 19053 NET INCOME: WEB SITE: www.seniorcarectrs.com

ElderWatch Plus provides high quality care and Senior Care Centers of America, a portfolio company of Clearview services to adults in need. It was established in Capital, is the premier provider of adult day health services in the 1996. ElderWatch will now be named Senior Care United States with a total of 75 centers in 11 states. of Overbrook Park.

ANNOUNCEMENT DATE: October 1, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

With this acquisition, Senior Care now operates 11 adult day health centers in Pennsylvania. This is its fourth acquisition in Philadelphia County.

TARGET: San Antonio AirLIFE ACQUIRER: Air Methods Corporation

LISTING: Private LISTING: NASDAQ: AIRM LOCATION: San Antonio, Texas CEO: Aaron D. Todd III PHONE: 303-792-7400 UNITS: 7301 South Peoria FAX: REVENUE: Englewood, Colorado 80112 NET INCOME: WEB SITE: www.airmethods.com

Baptist Health System of San Antonio, its joint Air Methods Corporation provides air medical emergency transport venture partner Tenet Healthcare (NYSE: THC) and services and systems in the United States. On a trailing 12-month University Health System are selling San Antonio basis, it generated revenue of $1.0 billion, EBITDA of $259.8 AirLIFE, an air ambulance service with five bases million and net income of $99.3 million. in south Texas.

ANNOUNCEMENT DATE: October 5, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Air Methods acquired substantially all of San Antonio AirLIFE's assets, including the program name, branding, medical equipment and the Flight Communication Center (FLTCOMM). In addition, Air Methods will acquire two aircraft owned by University Health System. The program will continue to operate under the San Antonio AirLIFE program name.

The Health Care M&A Report, 4th Quarter, 2015 241 TARGET: PharMEDium Healthcare ACQUIRER: AmerisourceBergen Corporation Holdings LISTING: Private LISTING: NYSE: ABC LOCATION: Lake Forest, Illinois CEO: Steven H. Collis PHONE: 610-727-7000 UNITS: 1300 Morris Drive FAX: 610-727-3600 REVENUE: Chesterbrook, Pennsylvania 19087 NET INCOME: WEB SITE: www..com

PharMEDium Healthcare Holdings, Inc., a portfolio AmerisourceBergen sources and distributes pharmaceutical company of Clayton, Dublier & Rice, provides products to healthcare providers, pharmaceutical and biotech outsourced compounded sterile preparations to manufacturers and specialty drug patients. On a trailing 12-month acute care hospitals in the United States. It basis, it generated revenue of $132 billion and EBITDA of $1.5 maintains four compounding facilities and serves billion. over 3,000 U.S. hospitals.

ANNOUNCEMENT DATE: October 6, 2015 PRICE: $2,575,000,000 PRICE PER UNIT: TERMS: Cash. PRICE/REVENUE: PRICE/INCOME:

The acquisition is expected to be $0.22 to $0.26 accretive to the company's adjusted EPS in fiscal 2016 on a net basis, and is expected to generate approximately $30 million in synergies by fiscal 2018. Morgan Stanley & Co. LLC acted as financial advisor, and Cravath, Swaine & Moore LLP provided legal counsel to AmerisourceBergen. JP Morgan Securities LLC and Credit Suisse acted as financial advisors and Debevoise & Plimpton LLC and K&L Gates LLP provided legal counsel to PharMEDium. This transaction closed on November 6, 2015. TARGET: Tech Pharmacy Services, ACQUIRER: Partners Pharmacy Inc. LISTING: Private LISTING: Private LOCATION: Houston, Texas CEO: Patrick Downing PHONE: 877-931-9111 UNITS: 70 Jackson Drive FAX: REVENUE: Cranford, New Jersey 07016 NET INCOME: WEB SITE: www.partnerspharmacy.com

Tech Pharmacy Services develops, manufactures Partners Pharmacy is the third largest long-term care pharmacy in and markets the premier long-term care automated the United States. Partners Pharmacy provides services to more than pharmacy solution, AP PharmaSystem™, which 60,000 residents around the country. includes AP PassportTM, AP OncallTM and AP SolutionsTM.

ANNOUNCEMENT DATE: October 6, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

TPS's facility-based medication dispensing technology represents the future of long-term care pharmacy services, and Partners Pharmacy is looking to expand its availability to promote solutions that allow for immediate medication availability to patients.

The Health Care M&A Report, 4th Quarter, 2015 242 TARGET: Mediscan ACQUIRER: Cross Country Healthcare, Inc.

LISTING: Private LISTING: NASDAQ: CCRN LOCATION: Woodland Hills, California CEO: William J. Grubbs PHONE: 561-998-2232 UNITS: 6551 Park of Commerce FAX: Boulevard, N.W. REVENUE: $ 40,000,000 (estimated for Boca Raton, Florida 33487 2015) NET INCOME: WEB SITE: www.crosscountryhealthcare.com

Mediscan provides temporary healthcare staffing Cross Country Healthcare provides healthcare staffing and and workforce solutions to both the healthcare and workforce solutions in the United States. On a trailing 12-month education markets. While largely concentrated in basis, it generated revenue of $755.7 million, EBITDA of $25.1 California, Mediscan provides services across 11 million and net income loss of $22.3 million. states to more than 300 clients through more than 70 specialties.

ANNOUNCEMENT DATE: October 19, 2015 PRICE: $ 33,000,000 PRICE PER UNIT: TERMS: The purchase price includes $28 million PRICE/REVENUE: .83 in cash and $5 million in shares of the PRICE/INCOME: company’s common stock, CCRN. The sellers are eligible for an additional $7 million in cash for performance bonuses over the next two years. The acquisition will expand Cross Country’s customer reach into acute care hospitals, particularly in the large and growing California market, and it will add a new customer base in the growing education staffing market. One of Mediscan’s founding members, Val Serebryany, as well as its President and Chief Executive Officer, Dennis Ducham, will remain with the business after the transaction closes. This deal closed on November 2, 2015.

TARGET: McGuire Group Pharmacy ACQUIRER: PharMerica Corporation

LISTING: Private LISTING: NYSE: PMC LOCATION: Cheektowaga, New York CEO: Gregory S. Weishar PHONE: 502-627-7000 UNITS: 1901 Campus Place FAX: REVENUE: Louisville, Kentucky 40299 NET INCOME: WEB SITE: www.pharmerica.com

McGuire Group, an operator of skilled-nursing PharMerica is an institutional pharmacy services company in the facilities in western New York, Long Island and United States, serving healthcare facilities. On a trailing 12-month Michigan, is selling its McGuire Group Pharmacy basis, it generated revenue of $2.0 billion, EBITDA of $133.8 subsidiary. million and net income of $23.6 million.

ANNOUNCEMENT DATE: October 20, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

McGuire Group Pharmacy provides comprehensive pharmacy services to long-term care facilities and other customers in the Buffalo-Niagara Falls metropolitan area.

The Health Care M&A Report, 4th Quarter, 2015 243 TARGET: Medco ACQUIRER: Epic Health Services, Inc.

LISTING: Private LISTING: Private LOCATION: Houston, Texas CEO: Chris Roussos PHONE: 214-466-1340 UNITS: 5220 Spring Valley Road, Ste. FAX: 400 REVENUE: Dallas, Texas 75254 NET INCOME: WEB SITE: epichealthservices.com

Medco provides enteral feeding, nutritional Epic Health Services, a portfolio company of Webster Capital, formulas, incontinence products, respiratory provides pediatric skilled nursing and therapy to more than 6,000 equipment, as well as diabetic, urological and patients in its service areas. wound care supplies to patients throughout Texas and Louisiana.

ANNOUNCEMENT DATE: October 20, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Now with the addition of Louisiana, Epic will now serve 34,000 patients in 17 states, positioning the company as the largest comprehensive pediatric provider in the country. The acquisition expands Epic’s service lines to include incontinence products and respiratory equipment, in addition to specialty pharmacy, diabetic, urological, ostomy and wound care supplies. Medco will combine with Option 1 Healthcare Solutions, an enteral nutrition provider based in Chandler, Arizona, which was acquired by Epic in early September. TARGET: Nitin Lifesciences Limited ACQUIRER: Recipharm AB

LISTING: Private LISTING: RECI-B. ST LOCATION: Karnal, India CEO: Thomas Eldered PHONE: 46 86 02 52 00 UNITS: Lagervagen 7 FAX: REVENUE: Jordbro, Sweden 136 50 NET INCOME: WEB SITE: www.recipharm.com

Nitin Lifesciences was founded and is owned by the Recipharm AB (publ) operates as a pharmaceutical contract Sobti family. It is a contract manufacturing facility development and manufacturing organization. On a trailing 12- (CMO) that makes sterile injectables. month basis, it generated revenue of $3.1 billion, EBITDA of $478.6 million and net income of $246.9 million.

ANNOUNCEMENT DATE: October 20, 2015 PRICE: $224,762,271 PRICE PER UNIT: TERMS: SEK 872 million in cash to acquire 74% PRICE/REVENUE: of the shares in Nitin Lifesciences. PRICE/INCOME:

Recipharm will join forces with the Sobti family to grow the current business into a leading position in the Indian sterile injectable CDMO market. The combined entity will have current pro-forma revenue of SEK 3.5 billion ($420,228,604) and EBITDA of SEK 607 million ($72,879,646). This deal firmly establishes Recipharm's emerging market strategy and provides exposure and direct entry into the rapidly expanding Indian market.

The Health Care M&A Report, 4th Quarter, 2015 244 TARGET: Talyst's hardware division ACQUIRER: Columbia Pacific Advisors, LLC

LISTING: Private LISTING: Private LOCATION: Kirkland, Washington CEO: Kevin Barber, PHONE: 206-728-9063 portfolio manager UNITS: 1910 Fairview Ave. E, #500 FAX: REVENUE: Seattle, Washington 98102 NET INCOME: WEB SITE: www.columbiapacific.com

Talyst provides medication management and Columbia Pacific Advisors, LLC manages more than $1 billion dispensing solutions to hospitals and skilled nursing across a variety of alternative investment strategies, including facilities. Its pharmacy management software private equity, public equity, real estate, distressed debt and special business is not part of this transaction. situation lending.

ANNOUNCEMENT DATE: October 20, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The transaction will result in the separation of Talyst's acute care and long-term care pharmacy management business from the 340B software business. The acquired company has been renamed Talyst Systems, LLC. The two companies will continue to work closely together to best serve their joint customers and offer valuable solutions to healthcare systems of all sizes.

TARGET: Affordable Care, Inc. ACQUIRER: Berkshire Partners LLC

LISTING: Private LISTING: Private LOCATION: Raleigh, North Carolina CEO: Larry Hamelsky, PHONE: 617-227-0050 managing director UNITS: 200 Clarendon Street, 35th FAX: 617-227-6105 Floor REVENUE: Boston, Massachusetts 02116 NET INCOME: WEB SITE: berkshirepartners.com

American Capital Equity is selling its portfolio Berkshire Partners has invested in more than 110 middle market company, Affordable Care, Inc. ACI is the leading companies since 1986 through eight private equity funds with dental support organization for affiliated dental aggregate commitments of more than $11 billion. It seeks to invest practices that focus exclusively on tooth $50 million to $500 million of equity capital in each portfolio replacement services. company.

ANNOUNCEMENT DATE: October 22, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Affordable Care is now the largest denture- and implant-services provider in the United States, supporting a network of more than 200 affiliated practices in 39 states under the retail names Affordable Dentures and Affordable Dentures & Implants. Jefferies LLC and William Blair & Company LLC acted as financial advisers to ACI. Ropes & Gray LLP served as legal counsel to Berkshire Partners. King & Spalding served as legal counsel to American Capital Equity and ACI.

The Health Care M&A Report, 4th Quarter, 2015 245 TARGET: Advanced Foot Care ACQUIRER: Extremity Healthcare Centers LISTING: Private LISTING: Private LOCATION: Chatanooga, Tennessee CEO: Dr.David Helfman PHONE: 770-384-0284 UNITS: 900 Circle 75 Parkway, Ste. FAX: 770-384-7638 900 REVENUE: Atlanta, Georgia 30339 NET INCOME: WEB SITE: www.extremityhealthcare.com

Advanced Foot Care Centers operates six locations, Extremity Healthcare, through its subsidiary Village Podiatry with two in north Georgia and four in Tennessee. It Centers, LLC, is acquiring Advanced Foot Care. EHI was created in has 33 employees, including six physicians and 27 2011 by the founding shareholders of Village Podiatry Group. It clinical and staff workers. serves as a holding and management services company.

ANNOUNCEMENT DATE: October 23, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition adds six locations to the 30 already operated by Village Podiatry, and establishes its entry into Tennessee. EHI will use the existing brand reputation of Advanced Foot Care to leverage the expansion of its model on a local, regional and national level. Advanced Foot Care is now a wholly owned subsidiary of EHI and will continue to operate under its own name.

TARGET: Embassy Dental ACQUIRER: Marquee Dental Partners

LISTING: Private LISTING: Private LOCATION: Nashville, Tennessee CEO: James Usdan PHONE: 615-620-5990 UNITS: 2505 21st Avenue South, Suite FAX: 204 REVENUE: Nashville, Tennessee 37212 NET INCOME: WEB SITE: www.marqueedentalpartners.com

Embassy Dental is a multi-office, multi-specialty Marquee Dental is a premier dental support organization, founded in dental practice with seven offices in the greater 2015 with an investment of $35 million from Chicago Pacific Nashville area. Founders.

ANNOUNCEMENT DATE: October 28, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This is Marquee Dental Partners' first major acquisition. The company plans to grow its practice roster in the coming months. The company will affiliate with dental offices and practice groups in growth markets with a history of providing high quality care, initially focusing on markets including Tennessee, Kentucky and Alabama.

The Health Care M&A Report, 4th Quarter, 2015 246 TARGET: Aesynt ACQUIRER: Omnicell, Inc.

LISTING: Private LISTING: NASDAQ: OMCL LOCATION: Cranberry Township, Pennsylvania CEO: Randall A. Lipps PHONE: 650-251-6100 UNITS: 590 East Middlefield Road FAX: 650-251-6266 REVENUE: Mountain View, California 94043 NET INCOME: WEB SITE: www.omnicell.com

Aesynt was acquired by Francisco Partners in 2013. Omnicell, Inc. provides automation and business analytics software Aesynt enables health systems to reduce cost and solutions for medication and supply management in healthcare improve patient safety through the integration, worldwide. On a trailing 12-month basis, it generated revenue of automation and management of medication $463.1 million, EBITDA of $66.0 million and net income of $31.6 preparation and delivery system-wide. million.

ANNOUNCEMENT DATE: October 29, 2015 PRICE: $275,000,000 PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Aesynt brings distinct capacities in dispensing systems, central pharmacy robotics, IV robotics and analytics. Aesynt’s robust medication management tools will complement Omnicell’s product portfolio and international footprint. Omnicell’s financial advisor in this transaction was Greenhill & Co., LLC and Sidley Austin LLP, Cooley LLP and Jones Day served as legal counsel. Francisco Partners was advised by Robert W. Baird & Co. and Kirkland & Ellis LLP.

TARGET: 14 urgent care centers ACQUIRER: HCA

LISTING: Private LISTING: NYSE: HCA LOCATION: Las Vegas, Nevada CEO: R. Milton Johnson PHONE: 615-344-9551 UNITS: One Park Plaza FAX: REVENUE: Nashville, Tennessee 37203 NET INCOME: WEB SITE: www.hcahealthcare.com

Urgent Care Extra is selling its Nevada operations, HCA operates 168 hospitals, three psychiatric hospitals and one which consist of 14 urgent care centers around Las rehabilitation hospital, as well as 114 freestanding surgery centers. Vegas. On a trailing 12-month basis, it generated revenue of $39.1 billion, EBITDA of $7.7 billion and net income of $2.1 billion.

ANNOUNCEMENT DATE: November 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The 14 centers join HCA's Sunrise Health System in Las Vegas, which includes four hospitals and four surgery centers. The purchase also includes six additional urgent care centers that are under development in the market. With this acquisition, HCA now has 65 urgent care centers in various markets.

The Health Care M&A Report, 4th Quarter, 2015 247 TARGET: Next Medical Staffing ACQUIRER: Health Carousel

LISTING: Private LISTING: Private LOCATION: Dayton, Ohio CEO: Bill DeVille PHONE: 855-655-4544 UNITS: 1700 Madison Road, Ste. 100 FAX: 513-793-3341 REVENUE: Cincinnati, Ohio 45206 NET INCOME: WEB SITE: www.healthcarousel.com

Next Medical Staffing employs about 100 registered Health Carousel staffs medical centers nationwide with registered nurses, nurse practitioners, physicians and other nurses and other health professionals on a contract basis. It has health care professionals who work under contracts more than 400 workers under contract at hospitals, outpatient with hospital systems and other facilities in centers, long-term care and rehab facilities, and home health Cincinnati and Dayton. agencies.

ANNOUNCEMENT DATE: November 3, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Next Medical will continue to operate in Dayton under its current branding, leadership and staff. Health Carousel plans to expand the staff employed at Next Medical to support the company's growth into new markets. Together, the companies employ more than 500 healthcare workers across 38 states.

TARGET: Arise Healthcare ACQUIRER: Surgical Care Affiliates, Inc.

LISTING: Private LISTING: NASDAQ: SCAI LOCATION: Austin, Texas CEO: Andrew Hayek PHONE: 800-768-0094 UNITS: 520 Lake Cook Road, Ste. 250 FAX: REVENUE: Deerfield, Illinois 60015 NET INCOME: WEB SITE: www.scasurgery.com

Arise Ventures, LLC, dba Arise Health, has sold its Surgical Care Affiliates partners with physicians, health systems interests in its multi-specialty surgical facilities and and health plans to develop and implement surgery strategies. As of related ancillary service locations. They are Arise Sept. 30, 2015, it operated 194 surgical facilities, 109 of which are Austin Medical Center, Cedar Park Surgery Center, in affiliation with health system partnerships. Stonegate Surgery Center and Hays Surgery Center.

ANNOUNCEMENT DATE: November 4, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Surgical Care Affiliates acquired Arise Healthcare's interest in each of the facilities and will provide management services to the facilities. The transaction expands SCA's presence in Austin from one location to five. Coker Capital Advisors acted as the exclusive financial advisor to Arise in this transaction.

The Health Care M&A Report, 4th Quarter, 2015 248 TARGET: Luker Pharmacy ACQUIRER: PharMerica Corporation Management LISTING: Private LISTING: NYSE: PMC LOCATION: Blanco, Texas CEO: Gregory S. Weishar PHONE: 502-627-7000 UNITS: 1901 Campus Place FAX: REVENUE: Louisville, Kentucky 40299 NET INCOME: WEB SITE: www.pharmerica.com

Luker Pharmacy Management provides pharmacy PharMerica provides pharmacy services to healthcare facilities, management services to hospitals and other pharmacy management services to hospitals and specialty infusion healthcare facilities, primarily in Texas. services. On a trailing 12-month basis, it generated revenue of $2.0 billion, EBITDA of $133.8 million and net income of $23.6 million.

ANNOUNCEMENT DATE: November 5, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition expands PharMerica's footprint in Texas. The company now operates 94 institutional pharmacies, 15 specialty home infusion pharmacies and five specialty oncology pharmacies in 45 states. Its customers are institutional healthcare providers, such as skilled nursing facilities, assisted living facilities, hospitals, individuals receiving in-home care and patients with cancer.

TARGET: WorkWell Medical Group ACQUIRER: Salt Creek Capital LLC LISTING: Private LISTING: Private LOCATION: Salinas, California CEO: Luke J. Mitchell, PHONE: 415-238-4876 managing director UNITS: 1001 O'Brien Drive FAX: REVENUE: Menlo Park, California 94025 NET INCOME: WEB SITE: www.saltcreekcap.com

WorkWell Medical Group offers patients and Salt Creek Capital partners with experienced operating executives to employers an in-house network of specialists, a acquire profitable companies with up to $100 million of revenue. multidisciplinary rehabilitation facility and a mobile medical clinic. It provides a complete suite of healthcare services through its five urgent care clinics.

ANNOUNCEMENT DATE: November 10, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

WorkWell Medical owns and manages five medical clinics providing occupational medicine, workers compensation care and case management, as well as urgent care services through the central coast of California. Edgemont Capital Partners, LP acted as exclusive financial advisor to WorkWell Medical Group. This transaction closed on October 22, 2015.

The Health Care M&A Report, 4th Quarter, 2015 249 TARGET: Outcome Resources ACQUIRER: Hospice Pharmacy Solutions

LISTING: Private LISTING: Private LOCATION: Rocklin, California CEO: Mike Nault PHONE: 817-385-4494 UNITS: 1221 Corporate Dr. E. FAX: REVENUE: Arlington, Texas 76006 NET INCOME: WEB SITE: hospicepharmacysolutions.com

Outcome Resources, a portfolio company of New Hospice Pharmacy Solutions provides pharmacy benefit Capital Partners, provides pharmacy benefit management services to hospice operators, including automated management solutions, support and services CMS-required reports and software interfaces to help. specifically geared to hospice providers nationwide.

ANNOUNCEMENT DATE: November 11, 2015 PRICE: Merger PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Corporate headquarters will be in Dallas and the company will operate under the name Hospice Pharmacy Solutions. The new executive leadership will include current CEO Mike Nault as executive chairman and Jack Sayler, president of Outcome Resources, as president.

TARGET: Premier Dermatology ACQUIRER: Forefront Dermatology

LISTING: Private LISTING: Private LOCATION: Crest Hill, Illinois CEO: Kenneth H. Katz, PHONE: 920-663-2886 President UNITS: 1515 Randolph Court FAX: REVENUE: Manitowoc, Wisconsin 54220 NET INCOME: WEB SITE: forefrontdermatology.com

Premier Dermatology is a full service dermatology Forefront Dermatology, a portfolio company of Varsity Healthcare group offering the latest in medical, surgical, and Partners, is a network of dermatology practices providing general, cosmetic dermatology. It has six locations surgical and cosmetic dermatology care and related laboratory throughout the western suburbs of Chicago. services.

ANNOUNCEMENT DATE: November 19, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This transaction establishes Forefront Dermatology’s presence in Illinois with the addition of six clinics: Crest Hill, Naperville, Morris, New Lenox, Oak Park, and Yorkville. Forefront Dermatology now employs more than 80 board-certified dermatologists and 30 physician extenders across 75 clinics in nine states. Brown Gibbons Lang's Healthcare & Life Sciences team served as the exclusive financial advisor to Premier Dermatology in the transaction. The transaction closed on November 20, 2015.

The Health Care M&A Report, 4th Quarter, 2015 250 TARGET: DenTek Oral Care, Inc. ACQUIRER: Prestige Brands Holdings, Inc.

LISTING: Private LISTING: NYSE: PBH LOCATION: Maryville, Tennessee CEO: Ronald M. Lombardi PHONE: 914-524-6800 UNITS: 660 White Plains Road FAX: REVENUE: Tarrytown, New York 10591 NET INCOME: WEB SITE: www.prestigebrandsinc.com

DenTek is a worldwide leader in innovative oral Prestige Brands markets and distributes brand name over-the- care products including floss picks, interdental counter healthcare and household cleaning products. On a trailing brush cleaners, dental guards, disposable dental 12-month basis, it generated revenue of $785.9 million, EBITDA of picks, braces care and dental repair products. $274.3 million and net income of $103.0 million.

ANNOUNCEMENT DATE: November 23, 2015 PRICE: $225,000,000 PRICE PER UNIT: TERMS: $225 million on a debt-free, cash-free PRICE/REVENUE: basis. PRICE/INCOME:

The acquisition of DenTek will expand Prestige’s portfolio of iconic OTC brands into the fast-growing specialty oral care products category in the U.S., Australia and Europe. This transaction would add pro forma revenues and adjusted EBITDA of approximately $60 million and $23 million, respectively on an annualized basis. Sawaya Segalas served as financial advisor and Sidley Austin LLP served as legal counsel to the sellers. The transaction will close during the first half of calendar year 2016.

TARGET: Smile Doctors ACQUIRER: Sheridan Legacy Group

LISTING: Private LISTING: Private LOCATION: Auston, Texas CEO: Jonathan Lewis, PHONE: 312-324-0879 Partner UNITS: 400 N. Michigan Avenue, Suite FAX: 900 REVENUE: Chicago, Illinois 60611 NET INCOME: WEB SITE: www.sheridanlegacy.com

Smile Doctors provides management services to Sheridan Legacy Group is a lower middle-market private equity orthodontic practices focused on both adults and firm. children in Texas and Georgia.

ANNOUNCEMENT DATE: November 23, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Smile Doctors expects that Sheridan’s insights will help it execute the roll-out of the Smile Doctors model across a broader geography. The transaction was led by Lewis, Sean Dempsey and Chase Culbertson. Additional capital was provided by Thurston Group, and the Chicago Corporation advised Smile Doctors on the transaction. The transaction was financed by Twin Brook Capital Partners.

The Health Care M&A Report, 4th Quarter, 2015 251 TARGET: Superior Vision Corp. ACQUIRER: Centerbridge Partners, L.P.

LISTING: Private LISTING: Private LOCATION: Rancho Cordova, California CEO: Dan Osnoss, PHONE: 212-672-5000 Managing Director UNITS: 375 Park Avenue, 12th Floor FAX: REVENUE: New York, New York 10152 NET INCOME: WEB SITE: www.centerbridge.com

Superior Vision Corp., a portfolio company of Centerbridge Partners is a private investment firm with Nautic Partners, LLC, is a comprehensive eyecare approximately $25 billion in capital under management. The firm company with member-centric solutions for the focuses on private equity and credit investments. group, Medicare and Medicaid markets. Nautic Partners acquired it in 2012.

ANNOUNCEMENT DATE: November 25, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Superior Vision is well positioned for continued expansion in both the commercial group and government pay markets. The transaction is expected to close by the end of the first quarter of 2016. Houlihan Lokey acted as financial advisor, and Locke Lord acted as legal counsel to Superior Vision. Macquarie Capital (USA) acted as financial advisor, and Willkie Farr & Gallagher acted as legal counsel to Centerbridge.

TARGET: Alpha Review Corporation ACQUIRER: GENEX Services LLC

LISTING: Private LISTING: Private LOCATION: Naperville, Illinois CEO: Peter C. Madeja PHONE: 610-964-5100 UNITS: 440 East Swedesford Road, FAX: Suite 1000 REVENUE: Wayne, Pennsylvania 19087 NET INCOME: WEB SITE: www.genexservices.com

Alpha Review Corporation is a medical bill review GENEX Services provides managed care services enabling company servicing insurance carriers, large self- workers’ compensation payers and risk managers to transform their insured entities and third-party administrators. It bottom lines. Genex is a managed care leader with more than 2,900 was formed in 1995. employees and 47 service locations throughout North America.

ANNOUNCEMENT DATE: November 30, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Genex significantly strengthens its bill review footprint with this acquisition, complementing its expertise with targeted cost management programs, such as specialty review, extensive PPO networks and data analysis. The Alpha Review management team will remain in place and continue to operate under its brand following the transaction. Corporate Finance Associates of Chicago served as the exclusive strategic and financial advisor to Alpha Review Corporation on the transaction.

The Health Care M&A Report, 4th Quarter, 2015 252 TARGET: XenologiQ ACQUIRER: Certara

LISTING: Private LISTING: Private LOCATION: Canterbury, United Kingdom CEO: Edmundo Muniz PHONE: 609-716-7900 UNITS: 100 Overlook Center, Suite 101 FAX: REVENUE: Princeton, New Jersey 08540 NET INCOME: WEB SITE: www.certara.com

XenologiQ is a quantitative systems pharmacology Certara is a biosimulation and regulatory writing consultancy, (QSP) consultancy. QSP integrates quantitative focused on optimizing and increasing the predictability of crucial drug data with knowledge of the drug’s mechanism R&D, regulatory and patient care decisions. Certara works with of action. 1,200 commercial companies, 250 academic institutions and numerous regulatory agencies.

ANNOUNCEMENT DATE: December 1, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This transaction will strengthen Certara’s biosimulation capabilities, allowing it to link biological systems and disease processes. The XenologiQ team will join Certara’s Simcyp® division. The directors of XenoloqiQ will take up leadership positions within the Simcyp QSP organization.

TARGET: Quotient Clinical ACQUIRER: GHO Capital Partners LLP

LISTING: Private LISTING: Private LOCATION: Nottingham, United Kingdom CEO: Mike Mortimer, PHONE: +44 20 3700 7440 Executive Partner UNITS: 44 Davies Street FAX: REVENUE: London, United Kingdom W1K 5JA NET INCOME: WEB SITE: http://ghocapital.com/

Quotient Clinical is an early-stage clinical research Global Healthcare Opportunities, aka GHO Capital, was founded in organization (CRO) that helps its biotech and 2014 as a specialist healthcare investment adviser based in London. pharmaceutical customers improve their R&D productivity.

ANNOUNCEMENT DATE: December 2, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Quotient Clinical's Translational Pharmaceutics® platform offers an integrated approach to drug formulation development, real-time manufacturing and clinical testing within a single location. The outsourced early-stage drug development market is expected to grow strongly over the next five years.

The Health Care M&A Report, 4th Quarter, 2015 253 TARGET: PMG Research, Inc. ACQUIRER: ICON plc

LISTING: Private LISTING: NASDAQ: ICLR LOCATION: Winston-Salem, North Carolina CEO: Ciaran Murray PHONE: UNITS: South County Business Park, FAX: Leopardstown REVENUE: Dublin, Ireland 18 NET INCOME: WEB SITE: www.iconplc.com

PMG is an integrated network of clinical research ICON, a contract research organization (CRO), provides outsourced sites consisting of 48 physician practices and large, development services to the pharmaceutical, biotech and medical multi-specialty healthcare institutions throughout device industries. On a trailing 12-month basis, it generated revenue North Carolina, South Carolina, Tennessee and of $1.6 billion, net income of $221.2 million and EBITDA of Illinois. $323.5 million.

ANNOUNCEMENT DATE: December 7, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

PMG conducts clinical trials in all major therapeutic areas with particular experience in cardiology, dermatology, endocrinology, gastroenterology, men's health, neurology, pulmonology, rheumatology, vaccine, and women's health trials. In addition to a proprietary research database of clinical trial participants, PMG has access to more than 2 million patient lives via electronic health records through their unique partnerships with healthcare systems and community physician practices. TARGET: Bohle Family Dentistry ACQUIRER: Marquee Dental Partners

LISTING: Private LISTING: Private LOCATION: Paducah, Kentucky CEO: James Usdan PHONE: 615-620-5990 UNITS: 2505 21st Avenue South, Suite FAX: 204 REVENUE: Nashville, Tennessee 37212 NET INCOME: WEB SITE: www.marqueedentalpartners.com

Bohle Family Dentistry is a multi-specialty dental Marquee Dental, a portfolio company of Chicago Pacific Founders, practice based in Paducah, Kentucky serving the is a premier dental support organization, founded in 2015 with an west Kentucky and Illinois markets. investment of $35 million.

ANNOUNCEMENT DATE: December 8, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Marquee Dental announced its first acquisition of a seven-office Nashville dental practice in October 2015 and plans to rapidly grow its practice roster in the coming months. Through this acquisition, Marquee has begun to further expand its footprint in the Mid-South. Marquee will leave in-place Bohle Family Dentistry’s practice and staff. Dr. Chip Bohle, DMD, will remain actively involved in the practice in addition to serving as Marquee Dental’s Chief Dental Officer for the State of Kentucky.

The Health Care M&A Report, 4th Quarter, 2015 254 TARGET: MD Minor Emergency and ACQUIRER: CRH Healthcare LLC Family Medicine LISTING: Private LISTING: Private LOCATION: Canton, Alabama CEO: Bill Miller PHONE: 678-424-1490 UNITS: 2675 Paces Ferry Rd. SE, Ste. FAX: 200 REVENUE: Atlanta, Georgia 30339 NET INCOME: WEB SITE: crhhealthcare.com

MD Minor Emergency and Family Medicine CRH Healthcare partners with urgent care organizations to provide operates two urgent care centers, one in Canton, services in the Atlanta metropolitan area. With this acquisition, it Alabama and the other in Villa Rica, Georgia. It operates 16 urgent care centers under the Physicians Immediate was founded by Dr. Charles Cooley. Med and Peachtree Immediate Care brands.

ANNOUNCEMENT DATE: December 8, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

CRH Healthcare plans to consolidate all Atlanta area locations under the Peachtree Immediate Care brand in the first quarter of 2016. It will also offer employers more locations for occupational health services. This transaction closed on December 1, 2015.

TARGET: Active Day / Senior Care ACQUIRER: Audax Group

LISTING: Private LISTING: Private LOCATION: Trevose, Pennsylvania CEO: Geoffrey S. Rehnert PHONE: 617-859-1500 UNITS: 101 Huntington Avenue FAX: 617-859-1600 REVENUE: Boston, Massachusetts 02199 NET INCOME: WEB SITE: www.audaxgroup.com

Active Day / Senior Care, a portfolio company of Audax Group is an investment firm focused on the middle market. It Clearview Capital, is a leading national provider of manages about $9 billion in assets across its private equity, adult day health services and in-home personal care, mezzanine debt and private senior debt businesses. with more than 80 locations across the country.

ANNOUNCEMENT DATE: December 9, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Audax’s resources and experience with healthcare services businesses will help Active Day / Senior Care open new facilities and pursue strategic add-on acquisitions. Lincoln International advised Active Day / Senior Care and Clearview Capital. Ropes & Gray served as legal counsel to Audax Group.

The Health Care M&A Report, 4th Quarter, 2015 255 TARGET: Trover Solutions Inc. and ACQUIRER: New Mountain Capital, LLC Equian LISTING: Private LISTING: Private LOCATION: Various CEO: Steven B. Klinsky PHONE: 212-720-0300 UNITS: 787 7th Ave, 49th Floor FAX: 212-582-2277 REVENUE: New York, New York 10019 NET INCOME: WEB SITE: www.newmountaincapital.com

ABRY Partners is selling Trover Solutions, and New Mountain Capital, LLC manages private equity, public equity Great Point Partners is selling Equian. New and credit capital with aggregate assets under management totaling Mountain Capital plans to merge the two more than $15.0 billion. companies.

ANNOUNCEMENT DATE: December 9, 2015 PRICE: $225,000,000 PRICE PER UNIT: TERMS: Equian was purchased for $225 million PRICE/REVENUE: in cash. No price was given for Trover PRICE/INCOME: Solutions. The merged company will have more than 1,100 professionals serving more than 300 healthcare and insurance customers across the U.S., including nine of the top 10 healthcare payers. The combination will benefit all constituents of the healthcare system, including payers, patients, healthcare providers and other entities that are facing increasing pressure to reduce costs and improve efficiency. Eir Partners advised New Mountain.

TARGET: Med Staff On-Call ACQUIRER: Med-Call Healthcare

LISTING: Private LISTING: Private LOCATION: Chicago, Illinois CEO: James Hoke PHONE: 312-795-0765 UNITS: 430 West Erie Street, Suite 205 FAX: REVENUE: Chicago, Illinois 60654 NET INCOME: WEB SITE: www.med-call.com

Med Staff On-Call provides nursing staff on a Med-Call Healthcare provides nursing and allied healthcare contract, per diem, travel and temp-to-permanent professionals to healthcare facilities of any size, need or specialty. basis to healthcare facilities. Med Staff services more than 60 hospitals and clinics in the Midwest.

ANNOUNCEMENT DATE: December 10, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Med-Call plans to merge all operations under the Med-Call brand name. It will now be serving more than 150 facilities.

The Health Care M&A Report, 4th Quarter, 2015 256 TARGET: Legacy Medical Imaging ACQUIRER: BC Technical

LISTING: Private LISTING: Private LOCATION: Fort Worth, Texas CEO: Mark Alvarez PHONE: 888-228-3241 UNITS: 7172 S. Airport Rd. FAX: 801-280-3900 REVENUE: West Jordan, Utah 84084 NET INCOME: WEB SITE: www.bctechnical.com

Legacy Medical Imaging is an independent service BC Technical is the nation's largest non-OEM provider of medical organization (ISO) focused on all aspects of imaging solutions with expertise in all major OEM medical imaging diagnostic imaging. Legacy provides parts, service systems, including the latest PET, PET/CT, SPECT, SPECT/CT, and expertise. CT and MR technologies.

ANNOUNCEMENT DATE: December 14, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This acquisition will give BC Technical more experienced engineers in the field, allowing them to provide advanced technical support to their customer base.

TARGET: 3 medical supply distributors ACQUIRER: Concordance Healthcare Solutions, LLC

LISTING: Private LISTING: Private LOCATION: CEO: Tom Harris, Co PHONE: 314-291-2900 President UNITS: 13400 Lakefront Drive FAX: 800-352-1778 REVENUE: Earth City, Missouri 63045 NET INCOME: WEB SITE: www.mmsmedical.com

Kreisers, Inc., headquartered in Sioux Falls, South Concordance Healthcare Solutions was created by the merger of Dakota; MMS, headquartered in Earth City, three medical supply distributors. Concordance will have Missouri; and Seneca Medical, headquartered in approximately 1,000 employees, 19 distribution centers and $1.1 Tiffin, Ohio, are merging to form Concordance billion in annual sales. Healthcare Solutions, LLC.

ANNOUNCEMENT DATE: December 15, 2015 PRICE: Merger PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

The combination will bring together three strong, growing and respected regional medical supply distributors. MMS's executive vice president Tom Harris and Seneca's CEO, Roger Benz, will serve as co-presidents of Concordance. The transaction is expected to close in the first quarter of 2016.

The Health Care M&A Report, 4th Quarter, 2015 257 TARGET: Integrated Pharmacy ACQUIRER: PharMerica Corporation Network LISTING: Private LISTING: NYSE: PMC LOCATION: Midland, Michigan CEO: Gregory S. Weishar PHONE: 502-627-7000 UNITS: 1901 Campus Place FAX: REVENUE: Louisville, Kentucky 40299 NET INCOME: WEB SITE: www.pharmerica.com

Integrated Pharmacy Network is a long-term care PharMerica operates as an institutional pharmacy services company pharmacy that provides comprehensive pharmacy in the United States. On a trailing 12-month basis, it generated services to long-term care and other healthcare revenue of $2.0 billion, EBITDA of $133.5 million and net inocme facilities. of $18.1 million.

ANNOUNCEMENT DATE: December 15, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

This transaction was announced together with PharMerica's acquisition of Alternacare Infusion Pharmacy in Olathe, Kansas. With these two acquisitions, PharMerica has achieved its goal of completing acquisitions that generate at least $100 million of annualized sales, in the aggregate, in 2015. The company now operates 95 institutional pharmacies, 16 specialty home infusion pharmacies and five specialty oncology pharmacies in 45 states.

TARGET: 1-800-Contacts, Inc. ACQUIRER: AEA Investors LP

LISTING: Private LISTING: Private LOCATION: Draper, Utah CEO: John L. Garcia PHONE: 212-644-5900 UNITS: 666 Fifth Avenue, 36th Floor FAX: 212-888-1459 REVENUE: New York, New York 10103 NET INCOME: WEB SITE: www.aeainvestors.com

Thomas H. Lee Partners, L.P. is selling a majority AEA Investors' Middle Market Private Equity Funds target equity interest in 1-800-Contacts, the largest direct-to- investments of more than $50 million with a focus on enterprise consumer retailer of contact lenses and eyewear in values between $200 million and $2 billion. the United States. Thomas H. Lee Partners will remain an investor in the company.

ANNOUNCEMENT DATE: December 16, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: Majority stake. PRICE/REVENUE: PRICE/INCOME:

Credit Suisse and Barclays, as well as an affiliate of the Merchant Banking Division of Goldman, Sachs & Co., are providing debt financing. AEA was advised by Credit Suisse and Barclays, and THL and the company were advised by CapM Advisors.

The Health Care M&A Report, 4th Quarter, 2015 258 TARGET: Allenex AB ACQUIRER: CareDx, Inc.

LISTING: Stockholm: ALNX, S+ LISTING: NASDAQ: CDNA LOCATION: Stockholm, Sweden CEO: Dr. Peter Maag PHONE: 415-287-2300 UNITS: 3260 Bayshore Boulevard FAX: 415-287-2450 REVENUE: Brisbane, California 94005 NET INCOME: WEB SITE: www.caredx.com

Allenex develops, manufactures, markets and sells CareDx is a commercial stage molecular diagnostics company products that match donor organs with potential focused on clinically differentiated diagnostic surveillance solutions recipients prior to transplantation. for transplant patients. On a trailing 12-month basis, it generated revenue of $29.5 million and a net loss of $6.7 million.

ANNOUNCEMENT DATE: December 16, 2015 PRICE: $ 35,000,000 Approximate PRICE PER UNIT: TERMS: Approximately $35 million consisting PRICE/REVENUE: of a combination of cash and stock in PRICE/INCOME: CareDx for approximately 78% of the outstanding shares of Allenex AB. CareDx plans to launch a tender offer for the remaining 22% of the shares of Allenex in the first quarter of 2016. The combination of CareDx and Allenex will create an international transplantation diagnostics company with product offerings along the pre-/post-transplant continuum. The completion of the 78% of Allenex's shares is expected to close by the end of March 2016. CareDx has secured a loan commitment from Oberland Capital SA Davos LLC (“Oberland Capital”) pursuant to which Oberland Capital will lend up to $50 million.

TARGET: Immediate Medical Care ACQUIRER: U.S. HealthWorks

LISTING: Private LISTING: Private LOCATION: Los Angeles, California CEO: Joseph T. Mallas PHONE: 661-678-2600 UNITS: 25124 Springfield Court, Ste. FAX: 200 REVENUE: Valencia, California 91355 NET INCOME: WEB SITE: www.ushealthworks.com

Immediate Medical Care operates an occupational U.S. HealthWorks, a subsidiary of not-for-profit Dignity Health, and urgent care center in Los Angeles, as well as an operates 224 occupational healthcare, urgent care centers and ancillary physical therapy facility nearby. worksites in 20 states. Its centers serve more than 13,000 patients each day.

ANNOUNCEMENT DATE: December 18, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

U.S. HealthWorks currently has 37 centers throughout southern California. This acquisition brings the total number of U.S. HealthWorks medical and worksite clinics to 224 nationwide, in 20 states.

The Health Care M&A Report, 4th Quarter, 2015 259 TARGET: Texan Urgent Care ACQUIRER: FastMed Urgent Care

LISTING: Private LISTING: Private LOCATION: Texas CEO: Kyle A. Bohannon PHONE: 480-545-2787 UNITS: 890 W. Elliot Rd., Ste. 103 FAX: 480-545-1434 REVENUE: Phoenix, Arizona 85223 NET INCOME: WEB SITE: www.fastmed.com

Texan Urgent Care operates 14 clinics in the FastMed Urgent Care, a portfolio company of ABRY Partners, Austin, San Antonio, Tomball and Waco operates more than 100 clinics across Arizona, North Carolina and metropolitan areas. Texas, providing urgent care and occupational health services.

ANNOUNCEMENT DATE: December 18, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME:

Texan Urgent Care centers have been rebranded under the FastMed name. FastMed will treat more than 1 million patients in 2015.

TARGET: Xi’an iKang Health ACQUIRER: iKang Healthcare Group, Inc. Management LISTING: Private LISTING: NASDAQ: KANG LOCATION: Xi’an, China CEO: Lee Ligang Zhang PHONE: 86 10 5320 6688 UNITS: Shimao Tower, B-6th Floor FAX: REVENUE: Beijing, China 100022 NET INCOME: WEB SITE: www.ikanggroup.com

Xi’an iKang Health Management is selling a 70% iKang Healthcare is China's largest private preventive healthcare equity interest in its company. It owns and operates services provider. On a trailing 12-month basis, it generated revenue three medical centers: Xi’an Lianhu INLUNG of $335.9 million, EBITDA of $69.2 million and net income of Medical Center, Xi’an Weiyang INLUNG Medical $32.0 million. Center and Xi’an Yanta INLUNG Medical Center.

ANNOUNCEMENT DATE: December 22, 2015 PRICE: Not disclosed PRICE PER UNIT: TERMS: PRICE/REVENUE: PRICE/INCOME: iKang's nationwide heatlhcare network consists of 83 self-owned medical centers in 23 of the most affluent cities in China. This acquisition will mark iKang’s entry into Xi’an, the capital city of Shaanxi. This transaction gives iKang a stronger presence in northwest China.

The Health Care M&A Report, 4th Quarter, 2015 260

INDEX

Company Sector Page 11 senior living communities Long-Term Care 148 11 skilled nursing facilities Long-Term Care 137 14 urgent care centers Other 247 1-800-Contacts, Inc. Other 258 1DocWay e-Health 74 2 assisted living communities Long-Term Care 158, 161, 165 2 hospitals in North Carolina Hospitals 97 2 Indiana hospitals Hospitals 103 2 physical therapy practices Rehabilitation 236 2 retirement communities Long-Term Care 142 2 senior care facilities Long-Term Care 165 2 senior living communities Long-Term Care 137, 163 121, 122, 131, 2 skilled nursing facilities Long-Term Care 132, 144, 155 2 Texas skilled nursing facilities Long-Term Care 150 3 medical supply distributors Other 257 3 orthopedic practices Physician Medical Groups 223 3 physician practices in Florida Physician Medical Groups 221 3 seniors housing properties Long-Term Care 128, 129 3 skilled nursing facilities Long-Term Care 153 3D Medical Limited e-Health 71 4 assisted living communities Long-Term Care 138 4 behavioral health companies Behavioral Health Care 49 4 skilled nursing facilities Long-Term Care 161 5 branded hormonal products Pharmaceuticals 199 5 cancer immunotherapies Biotechnology 58 5 retirement communities Long-Term Care 125 5 Tenet hospitals Hospitals 99 6 seniors housing communities Long-Term Care 153 8 Sanofi U.S. drug products Pharmaceuticals 212 AAC Holdings, Inc. Behavioral Health Care 51 ABILITY Network e-Health 80 Abstral® (fentanyl) Sublingual Tablet Pharmaceuticals 205 Acadia Healthcare Company Behavioral Health Care 49, 50 Acelity L.P. Inc. Biotechnology 193 Acerta Pharma B.V. Pharmaceuticals 214 Active Day / Senior Care Other 255 Addus HomeCare Corporation Home Health Care 88 Adheron Therapeutics Biotechnology 55 Advanced Foot Care Centers Other 246 AEA Investors LP Private Equity 258 Aegis Living portfolio Long-Term Care 118

The Health Care M&A Report, 4th Quarter, 2015 263 Aesynt Other 247 AEW Capital Management Private Equity 161 Affordable Care, Inc. Other 245 Agenus Inc. Biotechnology 59, 64 Air Methods Corporation Other 241 Aircraft Medical Medical Devices 190 Akron Management LLC Long-Term Care 125 Al Noor Hospitals Group plc Hospitals 95 Albany Molecular Research Inc. Pharmaceuticals 113 AlexaCare Holdings, Inc. Home Health Care 88 Alfa Rhythm Ltd. Medical Devices 183 Allaire Healthcare Group Long-Term Care 126 Allenex AB Other 259 Allergan plc Pharmaceuticals 58, 206 Alliance Home Health Home Health Care 90 Laboratories, MRI and Alliance Oncology Dialysis 110 Almirall, S.A. Pharmaceuticals 207 Almost Family, Inc. Home Health Care 87 Alpha Review Corporation Other 252 Alphaeon Corporation Other 75, 189 Alpine Investors Private Equity 76 Alternacare Infusion Pharmacy Home Health Care 90 Alvogen Pharmaceuticals 199 Amedysis, Inc. Home Health Care 87 American HomePatient Home Health Care 89 American Realty Capital Healthcare Trust- II REIT 117, 120, 166 American Realty Capital Healthcare Trust- III REIT 168 AmerisourceBergen Corporation Other 242 Amity Health, LLC Physician Medical Groups 225 ams AG Medical Devices 190 Anesthesia Services Associates, PLLC Physician Medical Groups 226 Antibody pilot plant manufacturing facility Biotechnology 59 AOD Software e-Health 78 Apollo Global Management, LLC Investment Group 99 AppianFx Medical Devices 193 Aptean Inc. Other 69 Arcadian Cove Long-Term Care 117 Arden Courts of Arlington Long-Term Care 156 Argent Rehabilitation Services Rehabilitation 235 Arise Healthcare Other 248

The Health Care M&A Report, 4th Quarter, 2015 264 Ark Twin Valley Personal Care Home Long-Term Care 125 Arthur J. Gallagher & Co. Managed Care 177 Ascom e-Health 79 Aspen Skilled Healthcare, Inc. Long-Term Care 147 Assisted living community Long-Term Care 139 Astellas Pharma, Inc. Pharmaceuticals 61 AstraZeneca plc Pharmaceuticals 203, 214 Athena Health Care Systems Long-Term Care 164 ATI Physical Therapy Rehabilitation 236 Atlas Medical e-Health 71 AtriCure, Inc. Medical Devices 181 Auctus Capital Partners Private Equity 154 Audax Group Private Equity 255 Laboratories, MRI and Aurora Diagnostics Dialysis 110 Autumn Bridge, LLC Home Health Care 85 Avanti Healthcare Managed Care 176 Avesis Incorporated Managed Care 178 Avita Medical Limited respiratory business Pharmaceuticals 218 Baptist Health South Florida Hospital 93 Bartow Regional Medical Center Hospitals 95 BayCare Health System Hospital 95 Laboratories, MRI and BC Technical Dialysis 257 Behavior Health Holdings Behavioral Health Care 47 Benaissance e-Health 68 Benznidazole program Pharmaceuticals 208 Berkshire Partners LLC Private Equity 245 BestCare HomeCare Home Health Care 88 Bethesda Health, Inc. Hospitals 93 Bio Task Pharmaceuticals 209 BioFusionary Medical Devices 187 BioMarin Pharmaceutical, Inc. Biotechnology 198 Biosense Webster, Inc. Medical Devices 191 BioStructures LLC Medical Devices 192 BioTime, Inc. Biotechnology 60 Bioventus LLC Medical Devices 192 Birchwood Health Care Properties Private investment firm 133, 136, 143 Black Stone Operations, LLC Home Health Care 87 Blue Cross Blue Shield of Michigan Managed Care 76 Bohle Family Dentistry Other 254 Boston Scientific Corporation Medical Devices 188 Bradley & Monson Physical Therapy Rehabilitation 235

The Health Care M&A Report, 4th Quarter, 2015 265 Bristol-Myers Squibb Company Pharmaceuticals 56, 200 Brookhaven Memorial Hospital Hospital 122 C. R. Bard Inc. Medical Devices 192 Cambridge Place Long-Term Care 150 Cancer Care & Hematology of Niagara Physician Medical Groups 222 Capital Senior Living Corporation Long-Term Care 143 Capitol Seniors Housing Private Equity 140, 167 CapVest Partners LP Private Equity 213 Cardea Associates, Inc. Medical Devices 181 Cardiac Insight, Inc. Medical Devices 181 Cardiopxyl Pharmaceuticals, Inc. Biotechnology 56 Laboratories, MRI and CareDx, Inc. Dialysis 259 Carrington of St. Charles Place Long-Term Care 132 Carter Validus Mission Critical REIT II, Inc. REIT 145 Casa Reha Long-Term Care 141 Cascade Living Group Long-Term Care 140 Cassena Care, LLC Long-Term Care 155 Cell line development technology Biotechnology 59 Centerbridge Partners, L.P. Private Equity 252 Cerberus Capital Management, LP Private Equity 211 Certara Other 253 Charles River Laboratories International, Laboratories, MRI and Inc. Dialysis 111 Chartwell Retirement Residences REIT 125 Chase Templeton Managed Care 176 Chateau at Carmichael Park Long-Term Care 154 Claddagh Commision, Inc. Behavioral Health Care 48 Laboratories, MRI and Clarient, Inc. Dialysis 109 Clarity Health Managed Care 174 Laboratories, MRI and Clinical Laboratory Partners Dialysis 111 Laboratories, MRI and CliniSys Group Ltd. Dialysis 109 CMOSIS Medical Devices 190 CNL Healthcare Properties, Inc. REIT 137 Coherex Medical, Inc. Medical Devices 191 Collaboration on antibody therapeutics Biotechnology 62 Collaboration on cancer immunotherapy Pharmaceuticals 210 Collaboration on gene editing technology Biotechnology 56 Collaboration on vadadustat Pharmaceuticals 212 Collaboration with BioAtla Biotechnology 63 College Hill Nursing and Rehab Long-Term Care 136

The Health Care M&A Report, 4th Quarter, 2015 266 Columbia Pacific Advisors, LLC Private Equity 245 Community Health Systems, Inc. Hospital 103 Community Intervention Services, Inc. Behavioral Health Care 47 Laboratories, MRI and Community Portable X-Ray, Inc. Dialysis 113 Companions Specialized Care Center Long-Term Care 139 Compassus Home Health Care 85 Compressus, Inc. e-Health 81 Computer Programs and Systems, Inc. e-Health 77 Concordance Healthcare Solutions, LLC Other 257 CONMED Corporation Medical Devices 189, 193 Laboratories, MRI and Consultants in Laboratory Medicine Dialysis 110 Continuum Healthcare LLC Long-Term Care 144 Copper Leaf Management Long-Term Care 152 Cornerstone at Longwood Long-Term Care 133 Courtside Cottages Long-Term Care 120 Courtyard Fountains Long-Term Care 166 Covenant Care Long-Term Care 159 Creagh Medical Ltd. Medical Devices 191 Crealta Holdings LLC Pharmaceuticals 211 CRH Healthcare LLC Other 255 Cross Country Healthcare, Inc. Other 243 Cytos Biotechnology AG Biotechnology 62 Dakavia Long-Term Care 163 Dauterive Hospital Hospitals 102 Deanwood Rehab and Wellness Center Long-Term Care 141 Delta Rehab Long-Term Care 147 DenTek Oral Care, Inc. Other 251 Depomed Inc. Pharmaceuticals 204 Digestive Specialty Care, Inc. Physician Medical Groups 223 Laboratories, MRI and Digirad Corporation Dialysis 108 DiNapoli Capital Partners REIT 162 Diversicare Healthcare Services, Inc. Long-Term Care 135 Laboratories, MRI and DMS Health Technologies, Inc. Dialysis 108 Laboratories, MRI and DNA Diagnostics Center Dialysis 107 Duke LifePoint Healthcare Hospital 97 Dyax Corp. Biotechnology 57 Dynamic Care Physical Therapy Rehabilitation 236 Eden Villa Long-Term Care 119 Eisai Co. Ltd. Pharmaceuticals 209

The Health Care M&A Report, 4th Quarter, 2015 267 ElderWatch Plus, Inc. Other 241 Eli Lilly and Company Pharmaceuticals 200, 217 Elmcroft skilled nursing portfolio Long-Term Care 152 Embassy Dental Other 246 EmblemHealth's MLTC plans Managed Care 178 Emerald Gardens of Woodburn Long-Term Care 159 Emeritus at Pantano Long-Term Care 140 Empire Crossing Retirement Community Long-Term Care 117 Endologix, Inc. Medical Devices 184 Envision Healthcare Holdings, Inc. Physician Medical Groups 224 Epic Health Services, Inc. Home Health Care 244 EUSA Pharma Pharmaceuticals 218 Everest Inpatient Physicians Physician Medical Groups 231 Evergreen Health Center Long-Term Care 164 ExamWorks Group, Inc. Other 235 Excelsior Medical Corporation Medical Devices 182 Excelsior Union Limited Other 187 Exclusive license to oncology drug discovery Biotechnology 57 Exclusive license to sexual health products Pharmaceuticals 209 Exclusive license toVAP-1 inhibitor Pharmaceuticals 208 Exclusive rights to Sprix Nasal Spray Pharmaceuticals 213 EXINI Diagnostics AB e-Health 68 Extendicare Inc. Long-Term Care 117, 142 Extremity Healthcare Other 246 Family Hospical, LLC Home Health Care 89 Family-owned business Long-Term Care 168 FastMed Urgent Care Other 260 Ferring Pharmaceuticals Pharmaceuticals 197 Foot Health Centers, P.A. Physician Medical Groups 230 Forefront Dermatology Other 250 Formation Capital, LLC Private Equity 49 Foundation HealthCare, Inc. Hospital 98 Fox Ridge portfolio Long-Term Care 166 Galil Medical Inc. Medical Devices 185 Generex Biotechnology Corporation Biotechnology 183 GENEX Services LLC Other 252 Genoa Other 74 Genstar Capital Private Equity 78 Geraldine L. Thompson Care Center Long-Term Care 126 Geriatric Essentials Behavioral Health Care 52 Geritrex Corporation Pharmaceuticals 203

The Health Care M&A Report, 4th Quarter, 2015 268 Getinge Infection Control Medical Devices 194 GHO Capital Partners LLP Private Equity 107, 253 Gilead Sciences, Inc. Pharmaceuticals 215 GlaxoSmithKline plc Pharmaceuticals 62 Global distribution of STERIZONE VP4 Sterilizer Medical Devices 194 Global partnership on filgotinib Pharmaceuticals 215 Global portfolio of hemostasis products Pharmaceuticals 216 Global rights to CGRP antagonists Pharmaceuticals 206 Good Samaritan Society HCBS-Heritage, LLC Long-Term Care 86 GreatCall, Inc. e-Health 77 Greco Physical Therapy and Sports Performance Rehabilitation 237 Green Courte Partners, LLC Private Equity 147 Group Health Cooperative Managed Care 177 Guardian Life Insurance Managed Care 178 GuildNet Managed Care 178 Harbour Pointe Retirement Long-Term Care 167 Harmon Hospital Behavioral Health Care 48 Harvest Retirement Community Long-Term Care 142 Haven Health Group Long-Term Care 121 HCA Hospital 247 Health Alliance Plan Managed Care 174 Health Carousel Other 248 Health Heritage e-Health 72 HealthCare Revenue Strategies LLC e-Health 67 HealthFusion Holdings, Inc. e-Health 73 Healthland Holding Inc. e-Health 77 HealthPlus of Michigan Managed Care 174 Heartland Geriatrics, LLC Physician Medical Groups 227 Hepregen Corporation Biotechnology 60 Heritage Healthcare Services, Inc. Home Health Care 86 Horizon Pharma plc Pharmaceuticals 211 Hospice Advantage Home Health Care 85 Hospice Pharmacy Solutions Other 250 Hospital Medicine Consultants, LLC Physician Medical Groups 222 Hospital Samaritano Hospitals 100 Hutcheson Medical Center Hospitals 101 IBA Molecular Pharmaceuticals 213 Iberia Medical Center Hospital 102 ICON plc Other 254 ICU Medical, Inc. Medical Devices 182

The Health Care M&A Report, 4th Quarter, 2015 269 Ide Management Group, LLC Long-Term Care 165 Ignyta, Inc. Biotechnology 60 iKang Healthcare Group, Inc. Other 260 ikaSystems e-Health 76 ImageVision.Net e-Health 80 Immediate Medical Care Other 259 Independence Healthcare Management Long-Term Care 154 Infinity HomeCare Home Health Care 87 In-state buyer Long-Term Care 118 In-state operator Long-Term Care 167 Integrated Pharmacy Network Other 258 Integrity Digital Solutions, LLC e-Health 75 Interventional radiology portfolio Medical Devices 188 IntriCon Corporation Medical Devices 186 Invoice Cloud, Inc. e-Health 80 221, 222, 225, IPC Healthcare, Inc. Physician Medical Groups 227 iVantage Health Analytics e-Health 75 Janssen Pharmaceuticals, Inc. Pharmaceuticals 204 John J. Foley Skilled Nursing Facility Long-Term Care 122 John L. Montgomery Care Center Long-Term Care 126 Johnson & Johnson Pharmaceuticals 202 Joint venture Private Equity 124 Joint venture Long-Term Care 163 Kaiser Permanente Managed Care 177 KaloBios Pharmaceuticals, Inc. Biotechnology 208 Kansas City Vascular PC Physician Medical Groups 226 Karo Bio AB Biotechnology 186 Karo Bio Aktiebolag Pharmaceuticals 199 Kayne Anderson Real Estate Advisors Private Equity 148 Keiro Senior HealthCare portfolio Long-Term Care 119 Kindred Hallmark Long-Term Care 138 Kinnser Software, Inc. e-Health 72 KKR & Co. L.P. Private Equity 112 Laboratories, MRI and Konica Minolta Medical Imaging USA Dialysis 107 Korian Long-Term Care 141 Kuros Biosurgery Holding AG Biotechnology 62 Laboratories, MRI and Laboratory Corp. of America Dialysis 112 Late-stage HIV R&D assets Pharmaceuticals 216 Lavender & Wyatt Systems e-Health 70 Legacy Health Hospital 102

The Health Care M&A Report, 4th Quarter, 2015 270 Legacy Medical Imaging Other 257 Lehigh Valley Health Network Hospital 101 Lensar, Inc. Medical Devices 189 Lexington at Tazewell Long-Term Care 167 Laboratories, MRI and LGC Group Dialysis 112 LHC Group, Inc. Home Health Care 86 Liaoning TianYi Biological Pharmaceutical Co. Pharmaceuticals 209 Liberator Medical Holdings, Inc. Medical Devices 192 Liberty Manor Long-Term Care 152 License to develop diabetes treatments Pharmaceuticals 202 License to ENHANZE™ platform Pharmaceuticals 217 License to Glycotope’s recombinant technology Biotechnology 55 License to tavilermide (MIM-D3) Biotechnology 58 License to tivozanib in Europe Pharmaceuticals 218 Life Care Medical Devices Limited Medical Devices 187 LifePoint Health Hospital 94 Lifestages Centers for Women Physician Medical Groups 221 Ligand Pharmaceuticals Incorporated Biotechnology 63 Lincare Holdings Inc. Home Health Care 89 Lively e-Health 77 Local operator Long-Term Care 124 Locemia's intranasal glucagon Pharmaceuticals 200 Long-term care operator Long-Term Care 123 LTC Properties, Inc. REIT 48, 134, 150 Luker Pharmacy Management Other 249 Mach7 Technologies, Inc. e-Health 71 MaClay Healthcare Center Long-Term Care 154 Madison Partners Investment firm 159 Madison Realty Companies Private investment firm 133 Mainstreet Long-Term Care 137 Mallinckrodt plc Pharmaceuticals 216 Managed HealthCare Solutions Managed Care 177 Manning Gardens Nursing & Rehab Long-Term Care 160 Manorcare Health Services Long-Term Care 121 Marquee Dental Partners Other 246, 254 Matawan Pharmaceuticals' Retin-A portfolio Pharmaceuticals 215 MatrixCare e-Health 78 Max Healthcare Hospital 97 Maybrook Healthcare Long-Term Care 157

The Health Care M&A Report, 4th Quarter, 2015 271 McGuire Group Pharmacy Other 243 MD Minor Emergency and Family Medicine Other 255 Meadville Medical Center Hospital 93 Med Staff On-Call Other 256 MedAssets' SCM business e-Health 74 MedAssets, Inc. e-Health 73 Med-Call Healthcare Other 256 Medco Other 244 MedCore AB Medical Devices 186 Medicaid and MIChild businesses of HAP Midwest Managed Care 175 Medicaid business of Better Health Network Managed Care 176 Medicaid business of Columbia United Providers Managed Care 175 Medicaid business of Loyola Physician Partners Managed Care 173 Medical Developments International Limited Pharmaceuticals 218 Medical Management Corporation of America Physician Medical Groups 225 Medicalodges Herington Long-Term Care 133 Mediclinic International Ltd. Hospital 95 Mediscan Other 243 MediTemp Ltd. Medical Devices 183 Medline Industries, Inc. Medical Devices 182 MedMark Services, Inc. Behavioral Health Care 47 Medtronic plc Medical Devices 190 Medworxx e-Health 69 Memorial Family of Services Hospitals 98 Memorial Hospital of Salem County Hospitals 100 Memory care community Long-Term Care 134, 144 Merck KGaA Pharmaceuticals 57 Meridian Senior Living Long-Term Care 139 Laboratories, MRI and MetroStat Clinical Laboratory, Inc. Dialysis 114 Midatech Pharma, plc Pharmaceuticals 217 Mid-Atlantic Health Care, LLC Long-Term Care 161 Millennium Post Acute Rehabilitation Long-Term Care 134 Mindray Medical International Limited Medical Devices 187 Mitsubishi Tanabe Pharma Corp. Pharmaceuticals 212 Mitsubishi Tanabe Pharma Corporation Pharmaceuticals 198 MMO Behavioral Health Systems Behavioral Health Care 50

The Health Care M&A Report, 4th Quarter, 2015 272 Molina Healthcare, Inc. Managed Care 173, 175, 176 Montefiore Health System Hospital 94 Moorestown Foot Specialists, LLC Physician Medical Groups 230 Morton County Senior Communities Long-Term Care 123 235, 236, 237, MOTION PT Rehabilitation 238 Mound Laser and Photonics Center, Inc. Medical Devices 188 NantHealth e-Health 72 NantWorks Pharmaceuticals 201 Nassau Reinsurance Group Managed Care 173 Navient Corporation Other 70 naviHealth Other 79 NcgCare Behavioral Health Care 50 nContact Medical Devices 181 Laboratories, MRI and NeoGenomics, Inc. Dialysis 109 Netsmart Technologies e-Health 70 New Century Hospice, LLC Home Health Care 85, 89 New Mountain Capital, LLC Private Equity 256 Next Medical Staffing Other 248 Nipro Diagnostics Medical Devices 185 Nitin Lifesciences Limited Other 244 Non-traded REIT REIT 127, 141, 146 North American Partners in Anesthesia Physician Medical Groups 228 Northbridge Companies Long-Term Care 162 Northside Anesthesiology Consultants Physician Medical Groups 230 Northstar Psychological Services, Inc. Behavioral Health Care 47 Not disclosed Long-Term Care 158 Novira Therapeutics, Inc. Pharmaceuticals 202 Novo Nordisk A/S Biotechnology 61 Nurses Registry and Home Health Corp. Home Health Care 86 NY investor group Investment group 160 Ocata Therapeutics, Inc. Biotechnology 61 OCS HomeCare and Hospice analytics division e-Health 80 Octapharma AG Biotechnology 55 Old Mill Rehabilitation Long-Term Care 145 Laboratories, MRI and Olea Medical SA Dialysis 108 Olney Healthcare Center Long-Term Care 148 Omega Communities, LLC Long-Term Care 149 Omega Healthcare Investors, Inc. REIT 131 Omnicell, Inc. Other 247

The Health Care M&A Report, 4th Quarter, 2015 273 Laboratories, MRI and Oncotest GmbH Dialysis 111 Open Monoclonal Technology, Inc. Biotechnology 63 Operating assets of SwabFlush® Medical Devices 182 Optima Healthcare Solutions e-Health 76 OptumRx Inc. Other 88 Ortho Rhode Island Physician Medical Groups 223 Osmotica Holdings Corp. Ltd. Pharmaceuticals 210 Outcome Resources Other 250 132, 139, 158, Owner/operator Long-Term Care 160 Oxford Capital Group Investment firm 127 Oxton Senior Living, LLC Long-Term Care 146, 150 Laboratories, MRI and Pacific Cancer Institute Dialysis 110 Pacifica Companies LLC Long-Term Care 119, 120 Pacifica Senior Living Long-Term Care 143 Pamplona Capital Management Investment Group 73 Paragon Healthcare Group, LLC Long-Term Care 156 Park at Riverchase Long-Term Care 149 Parkside Nursing Home Long-Term Care 157 Partners Pharmacy Other 242 Laboratories, MRI and Pathology, Inc. Dialysis 112 PatientSafe Solutions e-Health 69 Pavilion at Queens Long-Term Care 123 PaxVax, Inc. Pharmaceuticals 211 PC Werth Ltd Medical Devices 186 PDR Network, LLC e-Health 78 Peachtree Centre Long-Term Care 160 Perrigo Company plc Pharmaceuticals 215 Perseon Corporation Medical Devices 185 Pfizer Inc. Pharmaceuticals 63, 206 PharMEDium Healthcare Holdings Other 242 90, 243, 249, PharMerica Corporation Other 258 Philhaven Behavioral Health Care 52 PhosImmune Inc. Biotechnology 64 PhyMed Management, LLC Physician Medical Groups 226 PMG Research, Inc. Other 254 Pocono Health System Hospitals 101 Poli Group Holding S.r.l. Pharmaceuticals 207 Portfolio of preclinical HIV assets Biotechnology 64 Post-acute campus Long-Term Care 129

The Health Care M&A Report, 4th Quarter, 2015 274 Post-acute facility Long-Term Care 130 Poteet Manor Long-Term Care 158 PPS Plus Software e-Health 72 Practice management business e-Health 67 PracticeMax Physician Medical Groups 225 Precision Biologics, Inc. Pharmaceuticals 201 Preferred Care Holdings LLC Long-Term Care 126 Premier Dermatology Other 250 Premier Emergency Medical Specialists, PLLC Physician Medical Groups 229 Premier Health Hospital 221, 223 Prestige Brands Holdings, Inc. Other 251 Primary Physician Partners Physician Medical Groups 227 Prime Healthcare Services Hospital 96, 100 Prime Life Communities Long-Term Care 164 Private investor Long-Term Care 121 Private owner Long-Term Care 165 Private owner/operator Long-Term Care 169 Private skilled nursing company Long-Term Care 122 ProActive Physical & Hand Therapy Rehabilitation 238 ProCare Systems Inc. Physician Medical Groups 228 Progenics Pharmaceuticals, Inc. Pharmaceuticals 68 Pulse System, Inc. e-Health 67 PurinePharma Pharmaceuticals 203 Qforma, Inc. e-Health 81 QPharma, Inc. Other 81 Quality Systems, Inc. e-Health 73 Laboratories, MRI and Quest Diagnostics Inc. Dialysis 111 Questcare Medical Services Physician Medical Groups 224 Quotient Clinical Other 253 Radiant Senior Living Long-Term Care 159 Ramsey Woods Long-Term Care 120 Real estate investment firm Investment firm 144 Recipharm AB Other 244 Redstone Villa Long-Term Care 168 Regional operator Long-Term Care 123 Regional owner/operator Long-Term Care 138, 148 RegionalCare Hospital Partners Hospitals 99 Renaissance on Peachtree Long-Term Care 168 Representaciones e Investigaciones Médicas (Rimsa) Pharmaceuticals 197 Resonetics Medical Devices 188

The Health Care M&A Report, 4th Quarter, 2015 275 Revelstoke Capital Partners, LLC Private Equity 237 RevSpring e-Health 67 RHA Health Services, LLC Behavioral Health Care 49 Right to commercialize Vitaros Pharmaceuticals 197 RightCare Solutions, Inc. e-Health 79 Rights to 2 PKU drugs Pharmaceuticals 198 Rights to cebranopadol Pharmaceuticals 204 Rights to fasinumab (REGN475) Pharmaceuticals 198 Rights to oxyntomodulin-based therapies Pharmaceuticals 204 Rights to taladegib oncology program Biotechnology 60 Rights to XMetA program Biotechnology 61 Rio Grande Neurosciences Medical Devices 184 River Valley Health Partners Hospitals 96 Riverglen House of Littleton Long-Term Care 145 ROC Seniors Housing Fund Manager, LLC Private Equity 153 Roche Pharmaceuticals 55, 208, 210 Roper Technologies, Inc. Other 71, 109 Roswell Park Cancer Institute Hospital 222 rTMS technology Medical Devices 184 Safire Care Investment group 153 Saket City Hospital Private Limited Hospitals 97 Salinas Valley Memorial Healthcare System Hospital 228 Salinas Valley PrimeCare Medical Group Physician Medical Groups 228 Salt Creek Capital Private Equity 249 San Antonio AirLIFE Other 241 Sanofi Pharmaceuticals 58, 202 Schryver Medical LLC Medical Devices 113, 114 SCI Solutions e-Health 174 SciVac Therapeutics Inc. Pharmaceuticals 201 Senior Care Centers of America Other 241 Seniors housing property Long-Term Care 131 Sentynl Therapeutics Inc. Pharmaceuticals 205 Shady Nook Care Center Long-Term Care 155 Shasta View Nursing Center Long-Term Care 163 Sheridan Physician Medical Groups 224, 229, 230 Sheridan Legacy Group Private Equity 251 Shire plc Pharmaceuticals 57 Sienna Senior Living Long-Term Care 157 Signature HealthCARE Long-Term Care 152 SilverStone Health Care Real Estate, LLC Private Equity 149 Silverton Health Hospitals 102 Sinocare Group Medical Devices 185

The Health Care M&A Report, 4th Quarter, 2015 276 118, 135, 143, Skilled nursing facility Long-Term Care 151 Smile Doctors Other 251 SNaP® Therapy System Medical Devices 193 Solutions Recovery, Inc. Behavioral Health Care 51 Somerset Subacute and Rehabilitation Long-Term Care 135 South Metro Primary Care Physician Medical Groups 227 Southern Regional Medical Center Hospitals 96 Spring Creek Rehabilitation and Health Care Center Long-Term Care 156 Spring Creek Village Long-Term Care 124 St. Francis Hospital Inc. Hospitals 94 St. Luke's Cornwall Hospital Hospitals 94 Stericool Medical Devices 194 Suburban Adult Services Inc. Behavioral Health Care 48 Summit Healthcare REIT, Inc. REIT 138, 145 Sunnybrook Village Senior Community Long-Term Care 162 Sunnycrest Long-Term Care 162 Superior Vision Corp. Other 252 Surgery Center of Athens Physician Medical Groups 229 Surgical Care Affiliates Physician Medical Groups 229, 248 SurgiQuest, Inc. Medical Devices 189 SurModics, Inc. Medical Devices 191 Sutter Care at Home Home Health Care 90 Swereco Group Pharmaceuticals 199 Symphony Post Acute Care Network Long-Term Care 151 Takeda's respiratory business Pharmaceuticals 214 Talyst's hardware division Other 245 Tampa Bay Emergency Physicians, PL Physician Medical Groups 231 TeamHealth Holdings, Inc. Physician Medical Groups 52, 231 Tech Pharmacy Services, Inc. Other 242 Teva Pharmaceutical Industries Ltd. Pharmaceuticals 197, 206, 213 Texan Urgent Care Other 260 The Brookside Long-Term Care 149 The Cedars Long-Term Care 146 The Chartis Group Other 75 The Ensign Group, Inc. Long-Term Care 132, 134, 135 The Shores of Lake Phalen Long-Term Care 146 The Solana Company Long-Term Care 119 The Stratford at Maple Leaf Long-Term Care 140 The Tillers Long-Term Care 151 Titusville Area Hospital Hospitals 93 TL Management Long-Term Care 156

The Health Care M&A Report, 4th Quarter, 2015 277 Laboratories, MRI and Toshiba Medical Systems Corporation Dialysis 108 Traditions of Durham Retirement Residence Long-Term Care 157 Traditions Senior Living & Memory Care Long-Term Care 127 Trigen/Vertical Holdings LLC Pharmaceuticals 210 Trilogy Health Services Long-Term Care 151 TriVascular Technologies Medical Devices 184 Trover Solutions Inc. and Equian Other 256 Turning Point Family CARE, PLLC Behavioral Health Care 50 U.S. Acute Care Solutions Physician Medical Groups 231 U.S. HealthWorks Other 259 U.S. rights to 2 dermatology products Pharmaceuticals 207 UAM's Traditional Insurance business Managed Care 173 UMS s.r.l. e-Health 79 Undisclosed Long-Term Care 155 Laboratories, MRI and United Medical Systems, Inc. Dialysis 114 UnitedHealth Group Inc. Hospital 100 University General Hospital Hospitals 98 UPMC Hospital 103 Upstream Rehabilitation Rehabilitation 237 Laboratories, MRI and US Lithotripsy, LP Dialysis 114 Valley Anesthesiology & Pain Consultants Physician Medical Groups 224 ValorBridge Partners Private Equity 101 Vascular Surgery Associates Physician Medical Groups 226 VBI Vaccines Inc. Pharmaceuticals 201 Verena at Virginia Center Long-Term Care 147 Versata Enterprises, Inc. Other 81 Vertex Pharmaceuticals Incorporated Pharmaceuticals 56 Vertice Pharma, LLC Pharmaceuticals 205 VHA-UHC Alliance NewCo. Inc. Other 74 Viera Manor Long-Term Care 127 ViiV Healthcare Pharmaceuticals 64, 216 Virginia Mason Health System Hospital 98 VistaPharm Inc. Pharmaceuticals 205 Laboratories, MRI and Viztek, LLC Dialysis 107 Vree Health e-Health 69 Warren Haven Nursing Home Long-Term Care 128 WCA Hospital Hospitals 103 Wedgewood South Long-Term Care 164 WellSpan Health Hospital 52

The Health Care M&A Report, 4th Quarter, 2015 278 WellStar Health System Hospital 99 118, 128, 129, Welltower Inc. REIT 130, 131 Wesley Enhanced Living of Brodheadsville Long-Term Care 124 Wetsman Forensic Medicine, LLC Behavioral Health Care 51 WEX Inc. Other 68 WH Holdings Long-Term Care 128 Laboratories, MRI and Whitehouse Laboratories Dialysis 113 Windchime at the Village Long-Term Care 169 Windsor Estates Long-Term Care 136 Wood Creek Capital Management, LLC Private Equity 212 WorkWell Medical Group LLC Other 249 Worldwide license to CSF1R Pharmaceuticals 200 XenologiQ Other 253 Xi’an iKang Health Management Other 260 Xtend Healthcare e-Health 70 ZS Pharma Pharmaceuticals 203 Zuplenz® oral soluble film Pharmaceuticals 217

The Health Care M&A Report, 4th Quarter, 2015 279