Italian industrial group Cir, paneuropean private equity firm Ardian and Italian infrastructure fund F2i signed an agreement for the sale of a 46.7% stake in the capital of Kos, an Italian healthcare group, for a price of 292 million euros (download here the press release).
The deal was expected by the market as next Julya shareholders agreement will expire compelling Cir and Ardian to sell 100% of the group, but Cir was willing to stay as a controlling shareholder so Ardian was expected to sell its stake before that date (see here a previous post by BeBeez).
More in detail, F2i Health Management, a company controlled by F2i’s second fund, will acquire 37.3% of the company for 240 million euros and Cir will buy the rest of Ardian’s share for 52 million euros. At the same time, Cir will acquire the remaining interests from management and other Kos shareholders for 33 million euros. Thus, CIR will increase its total stake in Kos from its current share of 51.3%t to 62.7% for a total investment of 85 million euros while F2i will hold 37.3%. It is expected that additional international financial operators may take part in the deal by entering F2i Health Management with a minority interest. In this case the overall financial commitment of F2i could be reduced to 180 millions.
Based on the agreement, on completion of the deal Cir and F2i have undertaken to sign a shareholder agreement that will mainly regulate, in terms of governance, the right of F2i to appoint three board members out of eight, including the chairman. There will also be a qualified majority vote on matters of particular importance and F2i will contribute to decisions relating to management.
Once the approval of the Italian Competition and Markets Authority has been obtained, the closing of the deal is expected to take place by the end of May.
Kos, a company founded by CIR in 2002, is one the main operators at national level in the healthcare and residential care-home sector with approximately 80 facilities, approximately 7,300 beds and over 5,000 employees in Italy. The company, which operates in the sectors of residential care homes, rehabilitation and cancer treatment units, diagnostics and the management of hospital facilities, is also active in the United Kingdom and India.
Over the years KOS has followed a path of growth through acquisitions and the launch of new facilities. In 2015 in particular, the company acquired four new nursing homes for the elderly in Lombardy, with a total of over 700 beds, and it started managing a new nursing home for the elderly in Turin and a psychiatric rehabilitation unit in the Marche region.
Ardian entered into the ownership of Kos in 2010. In 2015 KOS posted revenues of approximately 440 millions (from 392.4 milioni in 2014), with a compound annual growth rate (CAGR) of 6.2% since 2010, ebitda of 73 millions (from70 millions in 2014 and 42.1 milliions in 2010), and net income of approximately 20 millions (from 4 millions in 2010).
