Health Care M&A
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Volume 16, Issue 4 THE April 2011 Health Care M&A MONTHLY InsIde the health Care M&a Market INSIDE THIS ISSUE The Hospital M&A Market Activity Spikes, Pricing Remains Steady...For Now The Hospital M&A Market Merger and acquisition activity in the 2010 hospital market showed he results are in! The 2010 measured by certain multiples, held marked increases over the previous Hospital M&A market reported steady during 2010. two years. Despite the upsurge in activity, acquisition pricing remains Tstrong activity and posted ro- relatively stable. Page 1 bust numbers. A total of 73 domestic Buyers committed approximately deals were announced involving 175 $12.8 billion to carry out this activ- hospitals and 29,294 acute care beds. ity, the highest level since 2006 when ... This level of activity shows a marked HCA was privatized by a consortium of First Quarter 2011 Results increase over 2009 when 52 deals were private equity groups for $33.0 billion. announced involving 80 hospitals with Our 2010 data does include Commu- The health care M&A market for the first quarter of 2011 posted a total 10,064 beds. The hospital M&A mar- nity Health Systems’ (NYSE: CYH) of 209 transactions worth a combined ket thus continues to climb out of the proposed $7.3 billion acquisition of $55.45 billion. The market continues the growth trends from the previous depths of the Great Recession, which Tenet HealthCare Corp. (NYSE: quarter. Page 1 bottomed in late 2008 and early 2009. THC), a hostile bid announced late in But even though the pace and scope of 2010. While Tenet has demurred so ... all this deal making continues to grow, far, Community Health’s leadership acquisition pricing for hospitals, as (continued on page 9) In The Departments Services First Quarter 2011 Results Health Care Services Page 2 209 Deals Announced Worth $55.45 Billion Deal Summaries Page 5 Additional Transactions Page 7 Transaction Updates Page 8 ased on data gathered so far, with 37 deals, Long-Term Care with the health care industry posted 27 and Biotechnology with 23 (as we Financing Ba total of 209 mergers and ac- note on page 2, the tie with Hospitals Venture Capital Page 10 quisitions in the first quarter of 2011. for third place is only apparent). The Private Placements Page 12 Overall, deal volume dropped 16% number of deals posted in each of the The Public Markets Page 12 from the previous quarter and 8% from 13 sectors, along with comparisons to the year-ago quarter. The nine sectors the previous and year-ago quarters, Technology of the health care services segment ac- appears in the table on page 3. Deal Summaries Page 13 counted for 117 deals, or 56% of the Additional Transactions Page 15 total while the four sectors of the health To date, a total of $55.45 billion Transaction Updates Page 15 care technology segment accounted for has been committed to finance the first Health Care Technology Page 16 the remaining 92 deals. quarter’s acquisition activity. When annualized, the current dollar volume The three most active sectors com- implies that well over $200.0 billion will bined represent 87 deals, or 42% of the be spent on health care M&A in 2011. total deal volume: Medical Devices (continued on page 2) www.healthcaremanda.com Page 2 The Health Care M&A Monthly April 2011 of February by itself accounted for $32.0 billion, or more First Quarter 2011 Results than $1.0 billion spent on health care M&A each day. (continued from page 1) That heady pace ended in March with the onset of diverse geopolitical events (Japan, Libya) and rising commodity In terms of dollar volume, the top three sectors are prices, which tended to spook investors in the financial Pharmaceuticals, Long-Term Care and Biotechnology, markets. As painful as these macro events are, particularly with $13.5 billion, $12.6 billion and $11.7 billion, respec- in the loss of human life, a direct connection between tively, or 24.8%, 23.2% and 21.5% of all health care M&A them and the fundamentals of the M&A market is very dollars spent in the first quarter. The percentage contribu- hard to establish. It’s not that the M&A market is wholly tion of each sector is shown in the chart on page 20. The insulated from these larger trends, but that it responds to results for four of the services sectors, each individually more local and, well, market forces, such as the need for negligible, have been aggregated. cost containment, the drive to increase market share and the development of accountable care organizations. The first quarter produced a total of 12 separate billion-dollar deals worth a combined total of $35.3 bil- Our data for the first quarter includes certain deals that lion. The five deals in the services segment captured $15.4 are not yet carved in stone. For example, Steward Health billion while the seven in the technology segment captured Care System made an unsolicited offer to buy Jackson $19.9 billion. As we remarked in our last issue, the month Health System (JHS) in Miami-Dade County, Florida for $1.1 billion. JHS has not replied directly to Steward, let- ting certain deadlines lapse, and Steward has since moved The Health Care M&A Monthly on to announce other acquisitions closer to its home in ISSN#: 1091-9716 Boston. Still, we have included the deal here for the time Published Monthly by: Irving Levin Associates, Inc. being to give something of the flavor and ambitions of 268-1/2 Main Avenue this robust market. Norwalk, CT 06851 800-248-1668 (Phone) Overall, the Q1:11 M&A market in the health care 203-846-8300 (Fax) [email protected] industry appears to be an extension and continuation of www.healthcaremanda.com the 2010 market. Publisher: Eleanor B. Meredith Health Care Services Managing Editor: Stephen M. Monroe Editor: Sanford B. Steever Advertising: Karen Pujol BehavIoral health Annual Subscription Rate: $2,497 Three deals were announced in the Behavioral Health (Includes 50 Weekly Email Bulletins, Four Quarterly Supplements And Special Database Access) sector. In the largest one with a price, Universal Health © Copyright 2011 Irving Levin Associates, Inc. Services (NYSE: UHS) is selling MeadowWood Behav- All rights reserved. Reproduction or quotation in whole ioral Health, a 58-bed acute care psychiatric facility in or part without permission is forbidden. Delaware, to Pioneer Behavioral Health (AMEX: PHC) for $21.5 million. The sale came about as a requirement This publication is not a complete analysis of every material fact imposed on UHS in connection with its $3.1 billion regarding any company, industry or security. Opinions expressed are subject to change without notice. Statements of fact have been acquisition of Psychiatric Solutions, which closed last obtained from sources considered reliable but no representation is November. The transaction is valued at 1.4x revenue. made as to their completeness or accuracy. This Firm or persons To fund this deal, PHC received a funding commitment associated with it may at any time be long or short any securities of up to $23.5 million of senior secured term debt and a mentioned in the publication and may from time to time sell or buy such securities. This Firm or one of its affiliates may from $3.0 million senior secured revolving credit facility from time to time perform investment banking or other services for, or Jefferies Finance, LLC. Further divestments will follow. solicit investment banking or other business from, any company mentioned in the publication. POSTMASTER: Please send address In South Bend, Indiana, Memorial Health System changes to The Health Care M&A Monthly, 268-1/2 Main Avenue, Norwalk, CT 06851. is paying $3.0 million to acquire the inpatient hospital and physician services assets of The Madison Center, www.healthcaremanda.com April 2011 The Health Care M&A Monthly Page 3 which is undergoing bankruptcy reorganization. The assets primarily include three buildings; a fourth building on the campus was acquired by The Health Care M&A Market Saint Vincent de Paul Society. Madison Center Q4:10 Q1:10 defaulted on $58.0 million in bonds, and was Q1:11 % % propelled into bankruptcy in October 2010. Sector Deals* Deals Change Deals Change Services Segment: Oglethorpe, LLC also bid for the facility, but Long-Term Care 27 35 -23% 20 35% would not commit to providing mental health Hospitals 23 24 -4% 9 156% services to the indigent. Physician Groups 18 29 -38% 12 50% Labs, MRI, Dialysis 11 7 57% 8 38% In what may ultimately prove to be the larg- Home Health Care 5 7 -29% 14 -64% Behavioral Health Care 4 2 100% 0 NM est behavioral health deal of the month, Sequel Rehabilitation 2 5 -60% 2 0% Youth and Family, a Levine Leichtman portfolio Managed Care 1 1 0% 2 -50% company, acquired Camelot System of Care, Other 26 24 8% 26 0% a company that serves at-risk youth and has Services Subtotal 117 134 -13% 93 26% developed residential programs that focus on Technology Segment: autism and autism-related disorders. With this Medical Devices 37 42 -12% 41 -10% acquisition, Sequel now operates 31 programs in Biotechnology 23 26 -12% 30 -23% 16 states. Camelot was advised by Cain Broth- Pharmaceuticals 20 27 -26% 39 -49% ers. Senior debt financing was provided byFifth e-Health 12 19 -37% 23 -48% Technology Subtotal 92 114 -19% 133 -31% Third Bank and MidCap Financial, LLC. Grand Total 209 248 -16% 226 -8% Even though Psychiatric Solutions is now *Preliminary figures a part of Universal Health Services, its former management team is already saddling up to $20.0 million in Acadia Healthcare, and joined its man- pursue further opportunities in behavioral health.