WELL Health Technologies entered into a definitive share purchase agreement to acquire all of the issued and outstanding shares of MyHealth Partners for a total transaction value of C$206 million ($170.6 million) plus a future conditional earn-out of up to C$60 million ($49.7 million).
The purchase price due upon closing of $170.6 million is fully funded via a combination of WELL Health Technologies shares (priced at C$9.80 per share or $8.12 per share), vendor takeback financing and new senior credit facilities to be provided by a syndicate of banks led by The Royal Bank of Canada leveraging exclusively the collateral of the MyHealth asset itself. The deal reflects accretion of 20% and 28% on an EBITDA per share and revenue per share basis, respectively, with less than 5% dilution.
“The planned acquisition of MyHealth cements WELL’s position as a foundational leader in the Canadian healthcare marketplace,” Hamed Shahbazi, chairman and CEO of WELL Health Technologies, said. “Once completed, WELL will be the largest and most capable non-governmental owner-operator of outpatient medical clinics in Canada. WELL will have meaningful capabilities across primary and secondary care along with robust diagnostic facilities and capabilities. MyHealth is a tech enabled and forward-thinking network delivering roughly three quarters of its medical consultations via telehealth. To our knowledge, this will position WELL as the leading multi-disciplinary provider of telehealth services in Canada due to the breadth and depth of primary and secondary healthcare service offerings, including a substantial telecardiology and teleradiology program. Once the transaction has closed, WELL’s combined annualized revenue and EBITDA run-rates will approach C$400M and C$100M, respectively.”
“All of our physicians and medical professionals are excited to join WELL due to the vision and dedication of the WELL team to positively impact health outcomes by leveraging technology. We have already integrated with and are using a number of WELL’s technology solutions and are looking forward to deepening our collaboration,” Suresh Madan, president and CEO of MyHealth Partners, said. “MyHealth has been focused on delivering timely information to our patients and physicians in our healthcare system. This is especially true at a time where physicians using telemedicine rely so heavily on our diagnostic tools and services. We have always been intentional about leveraging technology to drive positive changes to health outcomes. Joining forces with WELL will allow us to further develop and implement technologies to cut wait times and further optimize healthcare experiences for patients.”
The Royal Bank of Canada is acting as lead arranger and bookrunner and leading a syndicate of five other banks for the new senior credit facilities for this transaction.
Eight Capital is acting as lead financial advisor to WELL Health Technologies, with Stifel GMP also provided advisory services on the transaction. Clark Wilson, Torys and Dentons are acting as legal counsel to WELL Health Technologies on the transaction. Blakes is acting as legal counsel to WELL Health Technologies on the financing. Deloitte Corporate Finance and Gowling WLG (Canada) are acting as financial and legal advisor counsel to MyHealth Partners, respectively.