Premier to acquire Innovatix, Essensa Ventures for $325M
Premier said it reached an agreement to acquire Innovatix and Essensa Ventures, two continuum of care group purchasing companies for $325M. Premier currently owns a 50% interest in Innovatix. GNYHA Holdings, an affiliate of the Greater New York Hospital Association, currently owns the other 50% of Innovatix and 100% of Essensa. "Innovatix is a leading supply chain solutions company and group purchasing organization serving more than 32,000 facilities in multiple classes of trade, including senior living facilities, independent medical oncologists and pharmacies. Essensa is a national GPO delivering procurement solutions and supply chain efficiencies to classes of trade not served by Innovatix, including ambulatory care, surgery centers, imaging centers, behavioral/mental health clinics and clinical laboratories. Both Innovatix and Essensa specialize in group purchasing in the continuum of care market, or institutional healthcare providers that are outside the acute care hospital or health system," the company explained. "We will integrate these assets and customer segments with our existing continuum of care business and expect to achieve even greater scale for top-tier pricing in both the acute and non-acute markets," Premier added. Premier expects to utilize its existing credit line for the purchase, which is expected to close before the end of the 2016 calendar year. The agreement also provides that Premier will pay GNYHA a total of up to an additional $43M if the acquired companies achieve certain performance targets in fiscal 2017. Based on information provided by GNYHA, in the 12 months ended June 30, the acquired businesses generated approximately $88M in revenue and $50M in net income. The combined businesses have also experienced double-digit compound annual revenue growth for the past three years. The transaction is expected to be immediately accretive to revenue and earnings. Based on a closing date before December 31, the acquisition is expected to contribute approximately $53M-$60M to Supply Chain Services net revenue, $18M-$21M in incremental non-GAAP segment adjusted EBITDA, and 4c-6c in incremental fully distributed earnings per share during the fiscal year ending June 30, 2017. The transaction also generates a "meaningful" tax benefit for Premier's stockholders. In addition, Premier expects the acquisition to have a nominal positive impact on consolidated adjusted EBITDA margin in fiscal 2017 given that 100% of Essensa revenue will be consolidated in Premier's financial statements, while only the incremental 50% of the equity earnings of Innovatix that are not already reported in Premier's adjusted EBITDA will increase fiscal 2017 adjusted EBITDA.