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M&A Report: The European Life Sciences Industry 2017
| M&A Report: The European Life Sciences Industry 2017 | 2
All rights reserved: No part of this publication may be reproduced transmitted in any form by any means, electronically, mechanically, by photocopying, recording or otherwise, without a prior permissionby us. Please note that the findings, conclusions and recommendations delivered are based on information gathered in good faith from both primary and secondary sources, believed to be reliable, butwhich have not been independently verified. We give no guarantee, representation or warranty and accept no responsibility or liability as to the accuracy or completeness of the report. The opinionscontained within the report are based upon publicly available information at the time of publication.
Globalscope Contributors
Éva VargaSenior AssociateMob. +36 70 598 [email protected]
Bertalan JászkutiCo-Owner and Managing DirectorTel.: +36 (1) 882 [email protected]
Lorenzo ValentinoCEOTel.: +39-02-727 307 [email protected]
Cristina BertoliniDirectorTel +39-02-727 307 [email protected]
Felix StamerProject ManagerTel.: +49 (30) 809 [email protected]
Caspar Graf StauffenbergManaging PartnerTel.: +49 (89) 255 [email protected]
Dr. Thomas VettigerManaging PartnerTel.: +41 (43) 255 14 [email protected]
Christian Gätzi, CFASenior AdvisorTel. +41 (43) 255 14 [email protected]
Anders BoPartnerTel.: +45 4199 [email protected]
Mikkel Holck PetersenAnalystTel. +45 25 36 13 13 [email protected]
| M&A Report: The European Life Sciences Industry 2017 | 3
Agenda
Study design & definitions1 4
Underlying trends2 7
M&A overview3 15
Regional focus4 21
Valuation5 27
Appendix - Medtech6 32
Appendix - Pharma7 36
Appendix - Providers8 40
About Globalscope Network9 44
Study design & definitions
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STUDY DESIGN
Structure & methodology
We did not
Transactions with targets located outside of
Europe (e.g. USA) are not included in the
charts, tables or deal multiples
Excluded:
fundraisings, IPOs
or stakes < 5%
Not considered are announced deals
that are not closed by December 31st
What we did
Only transaction targets
located in Europe are
considered
Only closed (no pending
or announced) deals are
considered
Definition of Europe: Albania, Andorra, Austria, Belarus, Belgium, Bosnia and
Herzegovina, British Virgin Islands, Bulgaria, Channel Islands, Croatia, Cyprus,
Czech Republic, Denmark, Estonia, Finland, France, Germany, Gibraltar, Greece,
Greenland, Hungary, Iceland, Ireland, Italy, Kazakhstan, Latvia, Liechtenstein,
Lithuania, Luxembourg, Macedonia, Malta, Moldova, Monaco, Montenegro,
Netherlands, Norway, Poland, Portugal, Romania, Russia, San Marino, Serbia,
Slovakia, Slovenia, Spain, Sweden, Switzerland, Turkey, Ukraine, UK
Sources used are S&P Capital IQ (as of February 7th, 2018), Mergermarket,
as well as Globalscope’s market knowledge
We analyzed closed
M&A acquisitions in
Europe
We show the
aggregated deal value
of disclosed
transactions
EV/Sales and EV/EBITDA
multiples are shown as
median
Both majority and
minority M&A deals
have been analyzed
We updated the figures of the
previous year due to late
closing announcements
Changes Excluding deals with stakes of less than 5% partly reduced the number of deals shown for previous year.
| M&A Report: The European Life Sciences Industry 2017 | 6
PPCLPrivate Pay, Consumer,
Lifestyle
Diagnostics/Analytics
Services
Digital Health
Drugs
Diagnostics/analytics
Supporting services
Digital Health
Vet
Qualified supply
industry
LIFE SCIENCES SEGMENTS
We defined 3 segments, 18 sub-segments and 6 cross-overs
I. Medtech II. Pharma III. Providers
▪ Conventional Medtech
Cardiology, dental, disposables, handheld devices, lab & hospital equipment, ophthalmology, orthopedics, pulmonology, surgery, wound care, other products
▪ Biotech
▪ Generics
▪ OTC
▪ Patented drugs
▪ Drug-device combinations
▪ etc.
▪ Emergency services
▪ Homecare
▪ Hospitals/private practitioners
▪ Insurances
▪ Pharmacies, drugstores
▪ Rehabilitation
▪ etc.
▪ Diagnostic devices & Imaging
CT, endo, ultrasound, radio
▪ Intelligent implants
Navigation, OR planning
▪ Vet medtech
▪ Medtech consulting
Regulatory affairs
I.2
I.3
I.4
I.5
▪ Lab Diagnostics
Lab on a chip, point of care diagnostic
▪ Big Data
Personalized medicine
▪ Vet Pharma
▪ Pharma consulting
CROs, R&D services
▪ Diagnostic services
Radiologists, medical labs
▪ Software providers
Patient mgmt, HIS, PACS, ERP
▪ Vet providers
Vet hospitals
▪ Healthcare services
Consulting, bio databases,education, logistics, wholesale
III.
2II
I.3
III.
4II
I.5
III.
1
I.1
II.2
II.3
II.4
II.5
II.1
▪ Medtech supply
Electronics, metals, polymers, automatization, assembly
▪ Industrial supply
Fine chemicals, API, packaging, automatization
I.6
II.6
Cross-overs
▪ Industrial supply
Automatization III.
6
Underlying trends
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THE EUROPEAN LIFE SCIENCES INDUSTRY – OVERVIEW
Key trends and developments
MDR and IVDR are unfolding their impact1Reshaping of Global Pharma2
Digitalization as an inevitable element 3
Consumer becomes Medical –Medical becomes Consumer
4Innovation happens through M&A
rather than R&D5
Consolidation pressure
6
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LIFE SCIENCES M&A TRENDS
MDR and IVDR are unfolding their impact
▪ Medical Device Regulation (MDR)In May 2017 the European Commission published the MDR, which will apply from 2020 onwards. The MDR entails more stringent regulations for the approval of medical products. Products, including software that have not been classified as a medical product before might now be. This does not only concern new products but products already in the market might be re-classified. Notified bodies have to be re-certified and will be under constant control from Brussels.
▪ In-Vitro Diagnostics Regulation (IVDR)Similar to the MDR, IVDR regulation entails a new risk-based classification system for in-vitro diagnostics, quite similar to the life-cycle approach by the FDA. With numerous more definitions of an IVD, more products fall under the categories that require clinical trials.
Facts Selected deals
Trend: MDR and IVFR will increase compliance costs of medical companies. The higher market entry barrier acts in favor of established oligopolists. Due to strict regulations the number of Notified Bodies (NB) will decrease, which will create a possible bottle-neck of national regulators. MDR and IVDR will lead to consolidation and emergence of contract research organizations and the consolidation of OEM manufacturer.
Target Description Buyer
German drug developer
Pharmalex acquired US based
regulatory consultancy services
Safis.
UK based CRO Chiltern, recently
acquired by CRO Covance,
acquired Japanese CRO IDA.
Luxemburg-based provider of
analytical testing services
acquired various testing service
companies from all over the
world.
US based WaterStreet Healthcare
Partners invested in three
medical device manufacturers
from Germany, US and UK.
Sources: Emergo, Bloomberg
2017
Publication
2020
MDR becomes effective
2022 2024
MDD Certificates IV4 invalid
All MDD Certificates invalid
No product changes possible
| M&A Report: The European Life Sciences Industry 2017 | 10
LIFE SCIENCES M&A TRENDS
Reshaping of Global Pharma
▪ Twin pressure on pharma to increase both:
₋ Consumer’s value: delivering drugs at affordable prices to
budget-constrained health systems
₋ Shareholder value: increased returns to investors
▪ Traditional growth model of pharma (both innovative and generic) of the past 20+ years (diversification, „the larger the better”) is increasingly challenged; lack of enough efficiency gain in R&D output and some selected corporate difficulties from integration problems at large mega-players are calling for new models for progress.
▪ Traditional mergers and acquisitions were replaced by more targeted transactions aimed at boosting growth in core businesses or offloading unwanted assets - subsidiaries or product portfolios.
▪ This indicates that companies make acquisitions in areas where they are well-established and positioned but need more pipeline and more market access. Drug makers exchange assets in pursuit of more focused product portfolios, hence they can improve efficiency and increase profit.
Facts Selected deals
Trend: Pharma companies aim to have strategically focused product portfolios that can be obtained by asset swaps. We expect this trend to prevail in the upcoming years. As a result, more efficient and more profitable companies will lead each sub segment.
Exchange Partner Description Exchange Partner
Exchange of Sanofi’s animal health
business ("Merial") and Boehringer
Ingelheim’s consumer healthcare
business.
GlaxoSmithKline traded cancer drugs
for Novartis’s vaccines business.
Drugs firms AstraZeneca and Sanofi
are to exchange 210,000 compounds
from their libraries to help boost
their search for new small-molecule
medicines.
Pfizer to continue to streamline its
global business to core activities;
plans to sell its consumer health
business (approx. USD 15bn in value),
after disposing its infusion systems
business in 2017 to ICU Medical in a
USD 1bn transaction.
Sources: w.ft.com; http://businessworld.in/; www.chemanager-online.com;
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Trend: Telemedicine, predictive diagnostics, wearable sensors and a host of new apps will transform the way people manage their health. Further machine learning based on large sets of data will transform the way we manage health and will drive accurate and personalized healthcare. Hence digitalization will fundamentally change the patient-therapist-insurer relationship,in relation to the 4 P’s in healthcare - prediction, prevention, personalization and participation.
LIFE SCIENCES M&A TRENDS
Digitalization
▪ TelemedicineImproving standard of care for patients in a cost efficient way, providing patients with more care options, as limitations by geographic location are reduced. Some restrictions in relation to diagnosis (i.e. in Germany), hence especially useful in the field of management of chronic diseases and mental health.
▪ Artificial Intelligence and Big DataEnables more efficient diagnostics, help understanding diseases, and to better understand who will benefit from which treatments. Data security and data compliance are key factors.
▪ Wearables, IoT and new delivery systemsMobile devices can perform ECG, DIY blood tests etc. and up-load data to the patients medical records. These details can facilitate better management of diseases, earlier diagnosis and further predict the risk of heart disease or other illnesses, which may be reduced by preventive treatments. Furthermore, automated (“over or under the skin”) devices may increase patient compliance to treatments.
Facts Selected deals
Target Description Buyer
Unilabs SA acquired European
Telemedicine Clinic SL from Kennet
Partners Limited and others in November
2017.
US based Internet Brands (KKR/Sematek)
acquired WebMD, a provider of health
information services through public and
private online portals and publications.
US based McKesson acquired
CoverMyMeds, that has developed a way to
securely and electronically transmit PA
(Prior Authorization) requests – eliminating
the need for hand-written, faxed forms and
phone calls.
US based Alphabet (f.k.a. Google) has
acquired Senosis – a small, Seattle-based
startup that has created three health apps
which use the smartphone's built-in sensors
to monitor different health biomarkers.
UK based Medvivo, provider of services
ranging from telemedicine to connecting
people with primary care outside of normal
office hours, has acquired Expert 24.
| M&A Report: The European Life Sciences Industry 2017 | 12
LIFE SCIENCES M&A TRENDS
Consolidation pressure
▪ ConsolidationLife Sciences companies are consolidating businesses to strengthen product pipelines and service offerings and resolve financing issues. Consolidations are especially visible amongst service providers. Laboratories are consolidating to compete against bigger labs. As health IT is becoming more relevant with the consumer wanting better services and more transparency, we will see consolidations in this sector too.
▪ Provider business going for consolidationThe market saw a number of consolidations of service providers, especially hospitals, to increase efficiency. Patients want more influence on their own healthcare and become more demanding. Payers are increasing pressure on costs, calling for a pricing reform. The future healthcare system will focus increasingly on paying for the value rather than the volume of medical care. The medical industry will become a more consumer-facing industry.
Facts Selected deals
Trend: More and more companies are looking for consolidation possibilities, especially in the provider businesses, to reduce their costs. Companies in the Life Sciences sector are trying to transform their business and operating models against rising cost pressure.
Sources: PWC, Deloitte, EY
Target Description Buyer
PE-backed and in France based
orthopedic manufacturer Marle
acquired Swiss based contract
manufacturer SMB Medical.
German Fresenius acquired the
biosimilar business from Merck.
French Essilor, ophthalmic company
acquired Italy-based eyewear
producer Luxottica.
Swiss pharma corporate Roche
acquired US based oncology biotech
company Ignyta.
| M&A Report: The European Life Sciences Industry 2017 | 13
LIFE SCIENCES M&A TRENDS
Innovation happens through M&A rather than R&D
▪ Rising R&D costsSoaring R&D costs, increasing pricing pressures, growing market share for generic pharmaceuticals and biosimilars, and heightened scrutiny by regulators are having a dampening effect on clinical innovation.
▪ Cost pressureMany Life Sciences companies are looking at how they can transform their current business and operating models to counter rising cost pressures and pursue excellence across their organizations–not only in R&D and global operations, but also in areas such as finance, sales, and distribution.
▪ GrowthM&A and investments play a significant role in Life Sciences companies’ strategies to gain scale and to add new markets, new drugs, and novel technologies companies will continue to seek bolt-on acquisitions to strengthen areas of certain businesses it deems most prone to growth.
Facts Selected deals
Trend: Pharma and medtech companies are pursuing revenue and market growth by expanding their product portfolios via investments in new areas.
Sources: Healthcare IT News
Target Description Buyer
Johnson & Johnson entered into a
definitive transaction agreement
to acquire Actelion Ltd for EUR
27.5 billion in January 2017.
Japan based pharma company
Astellas acquired Belgium based
clinical stage drug discovery
company OGEDA.
Stryker took over France based
Vexim SA, a company that
provides invasive solutions for
treatment of traumatic spine
pathologies.
Boston Scientific took over
Symetis SA, a medical technology
company, engaging in the
development & manufacturing of
transcatheter aortic valve
implantation (TAVI) devices for
minimally invasive heart valve
replacement.
| M&A Report: The European Life Sciences Industry 2017 | 14
LIFE SCIENCES M&A TRENDS
Consumer becomes Medical – Medical becomes Consumer
▪ Medical becomes ConsumerWhile the healthcare sector used to rely only on stakeholders within its own space, like medical device companies, pharma, providers and payers, it is evolving to a patient as consumer focused industry. Patients are also more aware of and want to manage their own healthcare, Providers are adapting their strategies, medical device and pharma companies invest in consumer products.
▪ Consumer becomes MedicalWith the patient becoming a consumer in the healthcare industry, major consumer companies invest in healthcare. Numerous devices evolved which allow the healthcare consumer to master the own health. Wearables track medical data, apps allow patients to manage their health before visiting the doctor, and in the food industry a new product line of nutraceuticals has evolved and therefor enter the pharmaceutical field.
Facts Selected deals
Trend: Patient as consumer leads to medical companies investing in consumer products. The food industry enters pharmaceutical space with nutraceuticals.
Sources: Healthcare IT News
Target Description Buyer
Swiss based Nestle acquired Canada
based manufacturer of science
based products for health and
nutrition for USD 2.3bn.
UK based consumer and health
company Reckitt Beckinser acquired
US based manufacturer of nutrition
Mead Johnson.
Israel based producer of flavors and
ingredients for the food and
beverage industry has acquired
Spain based nutraceutical company
AB Fortis, producer of iron capsules.
Apple acquires Finland-based sleep
tracking company Beddit.
Svenska Cellulosa Aktielolaget
acquired Luxemburg-based BSN
Medical for wound care and
orthopedic products.
M&A overview
| M&A Report: The European Life Sciences Industry 2017 | 16
LIFE SCIENCES M&A TARGETS ACQUIRED IN EUROPE
Number of transactions
384489 501 477
252
245 252196
147
156 143127
896
783
2014 2015 2016 2017
890800
Medtech
Pharma
Providers
800
2015
37%(286)
69%(615)
2014
63%(497)
31%(275)
28%(248)
72%(648)
2016
24%(188)
77%(612)
2017
783
890 896
disclosed
undisclosed
24%
55%
14%
7%
Non-EuropeanEuropean cross-border
Domestic
Undisclosed
CAGR
Region of buyer
▪ In 2017 the Life Science deal activity remained on a high level. The numbers for 2017 will become comparable to the 2016 numbers once all deals are published.
▪ Due to consolidation the acquisition of Providers such as hospitals and nursing homes remains the core segment for M&A. The Medtech deal activity continues to decrease since 2015. Pharma M&A activity is slowing down.
▪ Overall, the split ‘region of buyer’ remains stable.
Number of transactions by segment Disclosed vs. undisclosed
Comments
~850 expected
| M&A Report: The European Life Sciences Industry 2017 | 17
Value of transactions
35.339
12.969 16.045 13.494
21.137
41.53923.746
47.659
40.220
5,78244,897
6,920
5,106
2014 2015 20172016
62,259
94,729
68,073
+52%-53%
+52%
Medtech
Pharma
Providers
LIFE SCIENCES M&A TARGETS ACQUIRED IN EUROPE
16.622 12.969 16.045 13.494
9.53829.940 23.746
8.268
5.782
2014
4,699
20162015
5,106
6,920
47,609
2017
31,942
44,897
28,682
+49% -36%
A) As reported B) Excluding deals > EUR 10bn
CAGR
Mega deals > EUR 10bn p.a.
▪ 2017: Pharma: I) JNJ acquired Actelion for EUR 28.0bn; II) Boehringer Ingelheim acquired Sanofi‘s Animal Health Business for EUR 11.4bn
▪ 2016: No deal > EUR 10bn
▪ 2015 Medtech: Covidien acquired by Medtronic for EUR 35.5bn
▪ 2015 Pharma: GSK’s oncology portfolio acquired by Novartis for EUR 11.6bn
▪ 2014 Providers: Alliance Boots acquired by Walgreens for EUR 18.7bn
70
91
65
47
13
48
80 7560
12
5875
63
43
9
51 46 4836
7
€5m < x < €20mx < €5m €20m < x < €100m
€1bn < x€100m < x < €1bn
20172015 20162014
Number of deals per value range Comments
Total value of disclosed transactions in EURm
▪ Chart A) shows the deal values as reported, indicating in which segments mega deals happened.
▪ In chart B) all transaction above EUR 10bn have been excluded. This normalized chart shows a drop of 36% due to the normalizations in the Pharma segment.
▪ The chart “Number of deals per value range” shows a high activity in the small and mid cap segments. More than ¾ of the disclosed deal values (24% in 2017) are less than EUR 100m and more than ½ of the deal values are below EUR 20m.
| M&A Report: The European Life Sciences Industry 2017 | 18
42
6
9
3
4
43
31
4
54
Most attractive target countries & intra-European cross-border activities
LIFE SCIENCES M&A TARGETS ACQUIRED IN EUROPE
Arrow indicates direction of cash flow: e.g. 6 UK targets were acquired by French businesses
Buyer region
27109
(60%)
32
Non-EuropeanDomestic
European Unknown
116(82%)
88
23 43(41%)
33
43(72%)
11
6
27(46%)
26
5
59
181
142
105
98
20
24
23
121
37
25
5624
Medtech
Pharma
Providers
313
44
Segment split
9
1535
Target country
3
6
4
6
21
60
▪ As in the previous years, the UK, Germany and France were the most attractive European countries for acquisitions.
▪ Despite the Brexit referendum in June 2016, the number of acquisitions in the UK remained stable.
▪ While the number of deals in Germany decreased by just 4 deals, France became the second most attractive target country. There the number of acquisitions rose significantly from 98 deals in 2016 to 142 in 2017.
▪ The UK and Germany are gateways to Europe indicated by the comparably high share of Non-European investors; 33% and 52%, respectively. In France most transactions were domestically driven – there 16 (11%) of 142 targets were acquired by non-domestic investors.
▪ In most European countries except for e.g. Germany and Italy more than 50% of the deals were closed by domestic acquirers.
| M&A Report: The European Life Sciences Industry 2017 | 19
114 inbound deals (vs. 125 in 2016)
LIFE SCIENCES M&A TARGETS ACQUIRED IN EUROPE
4
67
80
5
3
5
2
4
▪ With 80 transactions, US buyers were again by far the most active Non-European investors. The ‘US acquisition power’ can be explained by the fact that the US market is the largest homogenous domestic healthcare market. Being US market leader often means also being global market leader. US companies are able to follow an aggressive M&A strategy based on strong cash flows and a sufficient capital base. The strong US Dollar seems to have accelerated this trend.
▪ In late 2016 Chinese authorities limited so-called “irrational” or “non-genuine” investments. Market uncertainty and a decline in Chinese outbound investments followed. In August 2017 China’s State Council published a set of investment guidelines providing official clarity by classifying overseas investments. Therefore, we expect China outbound deals to pick up in 2018.
| M&A Report: The European Life Sciences Industry 2017 | 20
135 outbound deals (vs. 141 in 2016)
SIDE NOTE: LIFE SCIENCES OUTBOUND M&A ACTIVITY
8
2
84
3
6
3
Major deals with European buyers
Segment 2017 Acquisition target Buyer Buyer type Value [EURm]
Pharma Sep Patheon N.V. Thermo Fisher S.à.r.l. Strategic 6,647
Pharma Jul Capsugel Inc. Lonza Group Ltd Strategic 5,289
Provider Sep Parexel International Corporation Pamplona capital Management LLP Financial 4,758
Medtech Feb LifeCell Corporation Allergan plc Strategic 2,795
Medtech Apr Zeltiq Aesthetics Inc. Allergan plc Strategic 2,331
Pharma Apr Merrimack Pharma. , Oncology Assets Ipsen SA Strategic 970
Medtech Oct NeoTract Inc. Teleflex Urology Ltd Strategic 923
5
4
2
▪ In 2017 the largest deals were driven by strategic buyers.
▪ Despite the weak Euro, European buyers were more active than buyers from outside Europe.
3
▪ Quite a number of the ‘European’ buyers are truly US players. The registration e.g. in Ireland is often due to tax reasons. Due to new US tax rulings we expect less such tax driven deals in the future.
Regional focus
| M&A Report: The European Life Sciences Industry 2017 | 22
Target Description BuyersValue (€m)
Actelion is active in the science and medicine of pulmonary arterial hypertension, with over 15 years of experience in this devastating cardiovascular disorder.
27,991
Lifewatch provides healthcare providers with comprehensive remote cardiac monitoring diagnostic services.
251
The “Privatklinik Linde” is a private hospital in Biel, Switzerland offering surgeries as well as cancer treatments and owns a radiology, ocular and mammary center.
99
Xpand Biotechnology BV developsinnovative technologies in the area of cell cultivation (bioreactor) and regenerative medicine (calcium phosphate-based materials).
28
abc dental ag is a dental retailer in Switzerland and was founded in 1998. It covers any needs of dentists regarding products and services and delivers supplies, devices as well as items of furniture.
8
MARKET TRENDS & REGIONAL VIEW
Switzerland
Selected dealsMarket trends
▪ The M&A market in Switzerland had been more active in 2017 than in 2016. The total number of acquisitions with a Swiss target and/or buyer increased from 41 to 52 in 2017.
▪ In 2017, half of the transactions related to the Providers sector. National as well as international investors acquired especially hospitals (Linde, Seeklinik Brunnen) and smaller clinical institutions.
▪ More than 75% of all transactions had been cross-border. This ratio had been even higher in the Pharma and Medtech sectors. Only 2 out of 19 Swiss targets within these sectors where bought by a Swiss investor (Mimedis AG and Genticel SA).
▪ Especially American, French and German investors were active in the Swiss M&A market.
▪ The acquisition of Actelion by Johnson & Johnson was the largest Swiss M&A deal in 2017 and also the largest transaction in the Life Sciences & Healthcare industry in Europe.
▪ The dental retailer abc dental ag as acquired by Japanese CBC Group through its German subsidiary. Globalsope successfully advised the seller of abc dental ag.
| M&A Report: The European Life Sciences Industry 2017 | 23
MARKET TRENDS & REGIONAL VIEW
Germany and Austria
Target Description BuyersValue (€m)
EUROIMMUN Medizinische
Labordiagnostika AG develops and
manufactures medical laboratory
reagents for the diagnosis of
autoimmune and infectious diseases
and allergies.
D 1,200
Rigontec GmbH is a
biopharmaceutical company that
develops RNAbased
immunotherapeutics for the
treatment of cancer and viral
diseases.
D US 464
Portfolio of 7 Aged Care Real Estate Assets
Portfolio of 7 Aged Care Real Estate
Assets in and around Graz comprises
senior care facilities.
AT LX 50
Optimed Medizinische Instrumente
GmbH manufactures medical
instruments and products for minimal
invasive therapy. Creamedix GmbH
manufactures medical devices for
biological tests.
E-Med Solutions / Westlake Partners
D D 28
▪ In 2017 the Life Sciences related transactions in Germany and Austria summed up to 112 deals; thereof 105 in Germany and 7 in Austria (all of them in the segment of Providers).
▪ 53% of the transactions were cross boarder with the buyer’s headquarters located in countries outside Germany or Austria, such us USA (18 deals), UK (4 deals) or France (4 deals).
▪ The largest German deal in 2017 was Perkin Elmer’s acquisition of the German developer and manufacturer of medical laboratory reagents Euroimmun from Lübeck.
▪ Optimed and Creamedix were subsidiaries of the Swiss Qmedics and active in the R&D, production and distribution of medical devices for minimally invasive therapy worldwide (e.g. arterial and venous stents). Globalscope advised the buyer E-Med Solutions/Westlake Partners.
Selected dealsMarket trends
| M&A Report: The European Life Sciences Industry 2017 | 24
MARKET TRENDS & REGIONAL VIEW
Italy
Selected dealsMarket trends
▪ With approx. 60 M&A transactions completed in 2017, the Life Sciences sector in Italy confirms its attractiveness, both for Italian and foreign investors.
▪ Life Sciences M&A transactions in Italy almost equally involved Italian and foreign investors, among which France, USA and UK were the most active countries of origin.
▪ A large number of deals, approx. 80%, were realized by strategic/industrial investors (including investors backed by private equity).
▪ Approx. 59% of M&A transactions in Italy involved targets operating within the Providers segment, ca. 25% within the Pharma segment and ca. 15% within the Medtech segment.
▪ Continuing the trend already visible in 2016, 2017 transactions confirm a strong interest in dental clinic networks (ProgettoDentale Apollonia (currently OdontoSalute), Doctor Dentist, DentalPro, Dentalcoop) and in healthcare facilities (deals completed by Kos, Gruppo Garofalo, Korian and Equitix, continuing their consolidation strategy).
▪ Private equity houses are showing a growing interest in nutraceutical and CMO companies in order to play a key role in the consolidation of the sector (e.g. Nutrilinea).
Target Description BuyersValue (€m)
DentalPro operates a network of dental health care clinics. The acquisition provides a platform to BC Partners to consolidate and expand internationally.
400
NMS provides clinical development and life-cycle management services.
Hefei SARI V-Capital
Management300
TBS provides integrated services of clinical engineering, ICT and e-health and e-government services which include maintenance of various biomedical equipment and endoscopic devices.
168
NEWCHEM is an independent manufacturer of Active Pharmaceutical Ingredients (APIs):• steroids• progestogens• prostaglandins
110
SOOFT develops supplements, medical devices and drugs for eye care
100
Nutrilinea is a producer of food supplements and medical devices.
70
| M&A Report: The European Life Sciences Industry 2017 | 25
MARKET TRENDS & REGIONAL VIEW
The Nordics
Selected dealsMarket trends
Target Description BuyersValue (€m)
Karo Pharma acquired Weifa,
one of the world’s largest
producers of Metformin
hydrochloride and a leading
producer of alkaloid opiates.
136
Fosun Pharma acquired a
majority stake of 80% in
BREAS. Breas have provided
innovative respiratory medical
device products to the global
market for more than 25 years.
Fosun intends to bring the
products to China.
75
CMC Biologics, a provider of
contract process development
and biopharmaceuticals
manufacturing services
worldwide, was acquired by
Asahi Glass Co., Ltd.
Capio AB acquired Viborg
Privathospital, GHP
Privathospital Aarhus and MR
Scanner Aarhus (radiology).
The acquisitions strengthened
Capio’s footprint and
broadened Capio’s healthcare
offering in Denmark.
Undiclosed
▪ The Nordic region has been significantly impacted by activities related to international buyers as they were behind almost 40% of all acquisitions in the region. This is especially the case in Denmark and Sweden, where foreign buyers represent approx. 55% and 40%, respectively.
▪ Sweden is by far the country in the Nordics that participates in the largest number of transactions, as Swedish transactions represented almost 70% of the total number of Nordic transactions. Sweden had more activity stemming from financial buyers than the other Nordic countries.
▪ Personalized medicine is a growing trend in the Nordics and several acquisitions within the testing area in recent years support this development.
▪ In Sweden and Denmark, hospitals/healthcare providers and manufacturers of lab & hospital equipment made up a large proportion of the total amount of deals in 2017.
▪ In Finland and Norway, three types of targets characterized the market in 2017: 1) Healthcare providers/centers 2) Medtech, and 3) Animal healthcare.
▪ 2017 was a record fundraising year for Nordic Life Science companies with a total of almost EUR 2 bn. raised in public and private markets. Throughout 2017, there were 36 Life Science IPO’s in Sweden and only two in the other Nordic markets.
492
| M&A Report: The European Life Sciences Industry 2017 | 26
Target Description Buyers CountriesValue (€m)
Nanotherapeutics Bohumil
s.r.o.
Vaccine production enterprise located in Bohumil, Czech Republic.
. 71.9
Acibadem City Clinic with two facilities in Sofia and Varna, provides to patientsworld-class personalized healthcare solutions.
15.0
Valdi Medica
Valdi Medica operates Humanitas Hospital in Cluj-Napoca, in northwestern Romania.
N/A
Anima is one of the largest Romanian private outpatient healthcare services provider that has agreements with the Bucharest Health Insurance Fund (CASMB), covering over 15 specialties.
N/A
Leading private Hungarian institutions offering its patients 45 fields of practice with the help of more than 150 physicians.
N/A
MARKET TRENDS & REGIONAL VIEW
Eastern Europe
▪ CEE remains an attractive region within Europe in terms of LifeSciences investments, driven by increasing purchasing power,strong medical education and an attractive cost base.
▪ Poland leads the regional league table in terms of M&A dealvolumes. In 2017, some of the largest deals were closed in CzechRepublic, as vaccine producer, Nanotherapeutics Bohumil s.r.o.’swere acquired for EUR 71.9m by the world's largest vaccinemanufacturer, Cyrus Poonawalla Group. Also the privatization ofSerbian pharmaceutical company Galenika in the value of EUR40.9m. (EUR 16m in equity value & EUR 25m in assumed debt).
▪ Romanian privately-owned medical services provider, MedLifewas admitted to the Bucharest Stock Exchange (BVB) in the endof 2016. Medlife raised app. lei 230m (EUR 50.8m) for its 44%stake which implies a market capitalization of 522.4m (EUR115.6m).
▪ The Providers sector remains to be highly active as both ReginaMaria and Medlife acquired clinics in the region, as well as BudaiEgészségközpont, one of the largest Hungarian private providerchanged majority ownership.
▪ Life Sciences continues to be a target sector for private equity;the successful exits of PE houses (Mid Europa sold Alpha Medicallaboratory testing company to Unilabs, V4C’s exit of RomanianMedLife through an IPO) further boost the interest of this assetclass in pursuing high-growth, quality businesses in the sector.
Selected dealsMarket trends
Valuation
| M&A Report: The European Life Sciences Industry 2017 | 28
VALUATION
Sector indices and market benchmarks
The chart provides an overview at the healthcare indices performance compared to the overall stock market. As market benchmarkthe MSCI World and the German DAX have been chosen. In 2017, all shown indices outperformed the German DAX. Afterdeveloping sideways over the past few years a strong soar of the OMSCI World/Health Care index as well of the OMSCI EuropeHealth Care Index had been seen in 2017. Considering 2014-2017, the OMSCI Europe/Health Care an S&P Emerging BMI Healthcare Equipment & Services underperformed in comparison to the other indices.
95%
100%
105%
110%
115%
120%
125%
130%
135%
OMSCI World/Health Care
S&P Developed BMI Health Care
Germany DAX Index
OMSCI World Index
OMSCI Europe/Health Care
S&P Emerging BMI Health Care Equipment& Services
| M&A Report: The European Life Sciences Industry 2017 | 29
VALUATION
Segment indices
This chart compares the global and European stock performance of indices, consisting of companies from the segments Medtech,Pharma and Providers. During 2017 the OMSCI World/Health Care Providers & Services and the OMSCI World/Health CareEquipment & Supplies indices were facing a strong rally with an increase of more than 30%.
95%
100%
105%
110%
115%
120%
125%
130%
135%
140%
OMSCI World/Health Care Providers &Services
OMSCI World/Health Care Equipment& Supplies
OMSCI Europe/Health Care Providers &Services
OMSCI World/Pharmaceuticals,Biotechnology & Life Sciences
OMSCI Europe/Pharmaceuticals
OMSCI Europe/Health Care Equipment& Supplies
| M&A Report: The European Life Sciences Industry 2017 | 30
VALUATION
Transaction multiples in Europe
In the previous years Life Sciences transactions had shown above average valuationlevels. In 2017, this trend remained true for the segments Medtech and Pharma;however, last year the market benchmark outperformed the Providers valuation.
1) Source: Standard & Poors CIQ – all European M&A deals
Medtech Pharma ProvidersMarket benchmark
(all industries)1)
1,4
x
1,2
x
1,7
x
1,2
x
10,3x 10,7x 10,6x
8,3x
2014 2015 2016 2017
-7.1%
1,8
x
2,2
x
1,5
x
1,6
x
9,0x 9,2x10,0x
9,2x
2014 2015 2016 2017
+0.6%
1,4
x
2,0
x
1,8
x
1,9
x
11,1x 11,2x 11,5x 11,3x
2014 2015 2016 2017
+0.6%
Sales Median EBITDA Median
2,4
x
2,5
x
2,0
x
1,5
x
12,0x
10,5x
11,7x
12,9x
20162014 2015 2017
+2.5%
EBITDACAGR
| M&A Report: The European Life Sciences Industry 2017 | 31
VALUATION
Trading multiples of European Blue Chips
EBITDACAGR
2,8
4x
3,1
2x
2,8
4x
3,1
2x
11,79x13,01x
11,44x12,26x
2014 2015 20172016
+1.3%
Sales Median EBITDA Median
3,7
4x
4,0
4x
3,5
2x
3,3
7x
12,67x13,29x
12,05x11,00x
2014 2015 2016 2017
-4.6%
1,0
7x
1,4
0x
1,3
7x
1,4
4x
11,23x 11,43x 11,29x 10,92x
201620152014 2017
-0.9%
1,7
8x
1,7
6x
1,8
4x
1,9
0x
10,36x 10,49x 10,74x 10,74x
20172014 2015 2016
+1.2%
Medtech Pharma ProvidersMarket benchmark
(all industries)
Source: S&P Capital IQ as of December 31st, historical exchange rates; Basis for segments: 20 largest European segment companies; Basis for Market Benchmark: the 449 largest in Europa listed companies
Appendix - Medtech
| M&A Report: The European Life Sciences Industry 2017 | 33
M&A ACTIVITY IN EUROPE
Medtech
2.6%
2016
1.3%
7.7%
2015
0.0%
2.1%
89.1%(139)
5.8%7.0%
0.8%
2.1%
79.7%(114)
11.8%
4.7%
3.9%12.6%
66.1%(84)
2017
156
143
127
-9.8%
▪ In 2017, the number of Medtech M&A deals decreased by 11%.
▪ The sub segment ‘I.1. Conventional Medtech’ decreased by 26%.
▪ The table shows that the trend of consolidation pressure continued especially in area Lab & hospital equipment and disposables.
▪ The decrease shown by the numbers for 2017 will become comparable to 2016 once all deals are published.
CommentsNumber of transactions
I.1 Conventional Medtech
2015 2016 2017
Cardiology 7 1 5
Dental 6 7 6
Disposables 14 19 11
Handheld devices 15 7 3
Lab & hospital equip. 29 36 11
Orthopedics 22 18 13
Pulmonology 11 4 1
Surgery 13 8 14
Wound care 5 4 5
Other products 7 3 5
Ophthalmology 7 1 5
I.5 Medtech consulting
I.6 Medtech supply
I.1 Conventional Medtech(see table)
I.4 Veterinary
I.3 Intelligent implants
I.2 ImagingCAGR
| M&A Report: The European Life Sciences Industry 2017 | 34
SELECTED MEDTECH DEALS IN EUROPE
Medtech top 20 deals in Europe
2017 Acquisition target Buyer Value in EURm
3-Apr LUX BSN Medical Luxembourg Group Holding S.A R.L. SWE Svenska Cellulosa Aktiebolaget SCA (OM:SCA B) 2,740
29-Dec GER EUROIMMUN Medizinische Labordiagnostika AG GER PerkinElmer Germany Diagnostics GmbH 1,200
28-Mar UK e2v Technologies plc US Teledyne Technologies Incorporated (NYSE:TDY) 767
16-May CH Symetis SA US Boston Scientific Corporation (NYSE:BSX) 405
28-Jun CH LifeWatch AG (SWX:LIFE) US BioTelemetry, Inc. (NasdaqGS:BEAT) 251
25-Oct GER invendo medical GmbH DK Ambu A/S (CPSE:AMBU B) 225
24-Jul IRL Innocoll Holdings plc US Gurnet Point Capital Limited 224
1-Dec GER JOTEC GmbH US CryoLife, Inc. (NYSE:CRY) 215
6-Dec FR Vexim SA (ENXTPA:ALVXM) US Stryker Corporation (NYSE:SYK) 163
3-Jan DK Otometrics A/S US Natus Medical Incorporated (NasdaqGS:BABY) 129
3-Jul GER WOM World of Medicine AG GER Novanta Europe GmbH 117
21-Jun FIN Detection Technology Oyj (HLSE:DETEC) NL AC Invest Seven B.V.; AC Invest Eight B.V. 95
29-Dec FR Imascap SAS FR TMG France SNC 75
31-Jan UK Nitritex Limited Aus Ansell Limited (ASX:ANN) 66
25-Jan UK Fishawack Communications Ltd. UK LDC (Managers) Limited 45
30-Mar FR SAS Capforce Plus FR Diaxonhit (ENXTPA:ALEHT) 30
25-Apr GER optimed Medizinische Instrumente GmbH & Creamedix GmbH GER E-Med Solutions GmbH 28
25-Jan NL Xpand biotechnology BV CH Kuros Biosciences AG (SWX:KURN) 28
4-Jan NL EuroTec Beheer BV UK Convatec Group Plc (LSE:CTEC) 25
28-Apr GER Gynemed GmbH & Co. KG US Hamilton Thorne Ltd. (TSXV:HTL) 14
| M&A Report: The European Life Sciences Industry 2017 | 35
GLOBAL AND EUROPEAN MEDTECH
Medtech
Global top 20 companies
Company or division HQsSales 2016 in
EURbn
1 Medtronic Ireland 25.22 Johnson & Johnson United States 23.83 Abbott Laboratories United States 19.84 Philips Healthcare Netherlands 17.85 GE Healthcare United States 17.36 Thermo Fisher Scientific United States 17.37 Siemens Healthcare Germany 13.58 Becton, Dickinson and Company United States 11.19 Roche Diagnostics Switzerland 10.8
10 Stryker United States 10.711 Baxter International United States 9.612 Boston Scientific United States 7.913 Zimmer Biomet Holdings United States 7.314 Essilor France 7.115 B. Braun Melsungen Germany 6.516 Olympus Corp. Japan 6.317 Fresenius, Kabi Germany 6.018 St. Jude Medical United States 5.719 Novartis, Alcon Switzerland 5.520 Smith & Nephew United Kingdom 4.4
European top 20 companies
Company or division HQsSales 2016 in
EURbn1 Medtronic plc Ireland 25.22 Philips Healthcare Netherlands 17.83 Siemens Healthcare Germany 13.54 Roche Diagnostics Switzerland 10.85 Essilor France 7.16 B. Braun Melsungen AG Germany 6.57 Fresenius, Kabi Germany 6.08 Novartis, Alcon Switzerland 5.59 Smith & Nephew plc United Kingdom 4.4
10 Getinge AB Sweden 3.111 Agfa-Gevaert N.V. Belgium 2.512 Dragerwerk AG & Co. KGaA Germany 2.513 Paul Hartmann AG Germany 2.014 Coloplast A/S Denmark 2.015 Sonova Holding AG Switzerland 1.916 William Demant Denmark 1.617 ConvaTec Healthcare Luxembourg 1.618 KARL STORZ GmbH & Co. KG Germany 1.519 Gerresheimer AG Germany 1.420 Fielmann AG Germany 1.4
In the European top 20 list based on annual sales, German Medtech companies appear 8 times followed by 3 Swiss and 2 Danish companies. The overrepresentation of Switzerland relative to the size of its economy is a consequence of a traditionally grown Life Sciences cluster.
Half of the companies are headquartered in the United States, whereas 45% of the top 20 Medtech companies are located in Europe (bold letters). The only Asian company is Olympus. The total revenue of the top 20 Medtech companies shown above is EUR 234bn.
Note: Shown figures might include sales from other divisions if business unit is not explicitly mentioned
Appendix - Pharma
| M&A Report: The European Life Sciences Industry 2017 | 37
M&A ACTIVITY IN EUROPE
Pharma
2015 2017
3.3%
11.8%(29)
15.5%
15.1%(38)
3.3%
66.1%(162)
20.7%(40)
16.7%(42) 11.4%
(22)2.0%6.3%
59.9%(151)
2016
2.1%6.2%
59.6%(115)
245252
196
-11.2%
II.6 Pharma supply
II.4 Veterinary
II.2 Lab diagnostics
II. 5 Pharma consulting II.1 Conventional Pharma
▪ In 2017, the number of Pharma deals decreased by 23%.
▪ Growing private wealth and propensity to private spending for OTC health such as lifestyle and anti-aging offerings were supposed to stabilize the Pharma segment.
▪ Overall, growth in customer demand will remain due to the increasing population in emerging markets and the development of health systems. Product prices will go down due to competition through expiration of patents.
▪ The expectation that Big Pharma acquires businesses from the sub segment Big data to facilitate personalized medicine has not yet become true. Nevertheless, the expectations remains.
▪ The decrease shown by the numbers for 2017 will become comparable to 2016 once all deals are published.
CAGR
CommentsNumber of transactions
| M&A Report: The European Life Sciences Industry 2017 | 38
SELECTED PHARMA DEALS IN EUROPE
Pharma top 20 deals in Europe
2017 Acquisition target Buyer Value in EURm
16-Jun CH Actelion Ltd (SWX:ATLN) US Johnson & Johnson (NYSE:JNJ) 27,991
1-Jan FR Sanofi, Animal Health Business GER Boehringer Ingelheim International Gmbh 11,400
31-Aug UK Chiltern International Limited US Covance Inc. 1,018
17-May BE Ogeda SA JP Astellas Pharma Inc. (TSE:4503) 800
1-Feb FR Laboratoires Anios S.A. US Ecolab Inc. (NYSE:ECL) 750
9-Jan UK Actavis Ireland Limited and Actavis UK Ltd UK Accord Healthcare Ltd. 686
1-Sep CH Merck Kommanditgesellschaft auf Aktien, Biosimilars Business GER Fresenius Kabi AG 656
1-Feb DK CMC Biologics A/S JP Asahi Glass Co., Ltd. (TSE:5201) 492
26-Oct GER Rigontec GmbH US Merck & Co., Inc. (NYSE:MRK) 464
30-Oct GER C.H. Boehringer Sohn AG & Co. KG, BI 882370 US Xynomic Pharmaceuticals, Inc. 432
20-Jan UK Ziarco Group Limited CH Novartis AG (SWX:NOVN) 420
28-Feb UK GlaxoSmithKline plc, Anaesthetics Portfolio MUS Aspen Global Incorporated 332
17-Nov ITA Nerviano Medical Sciences S.r.l. CN Hefei SARI VCapital Management Co.,Ltd 300
17-Oct Rus RPharm JSC JP Mitsui & Co., Ltd. (TSE:8031) 191
1-Nov UK Quantum Pharma Plc UK Clinigen Group Plc (AIM:CLIN) 179
6-Oct Nor Weifa ASA (OB:WEIFA) SWE Karo Pharma AB (publ) (OM:KARO) 178
28-Apr PRT GENERIS Farmacêutica, S.A. NL Agile Pharma BV 135
20-Jun FR PCAS SA (ENXTPA:PCA) FR NOVACAP SASU 120
13-Nov ITA NEWCHEM SpA and EFFECHEM Srl CN Xianju Pharma Italy S.r.l. 110
28-Feb ITA SOOFT Italia S.p.a. ITA Fidia Farmaceutici s.p.a. 100
| M&A Report: The European Life Sciences Industry 2017 | 39
GLOBAL AND EUROPEAN PHARMA
Pharma
Global top 20 companies
Company or division HQsSales 2016 in
EURbn
1 Pfizer United States 50.02 Roche Holding. Division Pharma Switzerland 49.13 Novartis. Pharmaceuticals & Sandoz Switzerland 46.84 Merck & Co. Inc./MSD United States 37.75 Sanofi France 34.76 GlaxoSmithKline United Kingdom 32.67 J&J. Pharmaceutical United States 31.78 Gilead Sciences United States 28.89 AbbVie United States 24.3
10 Bayer. Pharma & Consumer Care Germany 22.511 AstraZeneca United Kingdom 22.012 Amgen United States 21.813 Teva Pharmaceutical Industries Israel 20.814 Eli Lilly and Company United States 20.115 Bristol-Myers Squibb Company United States 18.416 C.H. Boehringer Sohn Germany 15.917 Novo Nordisk Denmark 15.018 Merck KGaA /EMD Germany 15.019 Takeda Pharmaceutical Japan 14.120 Allergan Ireland 13.8
European top 20 companies
Company or division HQsSales 2016 in
EURbn
1 Roche Holding. Division Pharma Switzerland 49.12 Novartis. Pharmaceuticals & Sandoz Switzerland 46.83 Sanofi France 34.74 GlaxoSmithKline United Kingdom 32.65 Bayer. Pharma & Consumer Care Germany 22.56 AstraZeneca United Kingdom 22.07 C.H. Boehringer Sohn Germany 15.98 Novo Nordisk Denmark 15.09 Merck KGaA /EMD Germany 15.0
10 Allergan Ireland 13.811 Shire Ireland 10.812 Perrigo Company Ireland 5.013 UCB Belgium 4.114 Grifols Spain 4.115 Lonza Group Switzerland 3.916 Endo Pharmaceuticals Ireland 3.817 Mallinckrodt Ireland 3.118 Actelion Switzerland 2.319 Stada-Arzneimittel (sale process) Germany 2.120 H. Lundbeck A/S Denmark 2.1
Out of the global top 20 Pharma companies. 10 are headquartered in Europe and 8 are headquartered in the US. The total revenue of the global top 20 Pharma companies is EUR 535bn, which is 2.3x as high as the total revenue of the top 20 Medtech companies.
As seen in the ranking above, Ireland is represented 5 times and renowned for its favorable corporate tax regime. 4 of Europe’s top pharma companies are headquartered in Germany. One company is from the Nordics. The total revenue amounts to EUR 309bn.
Note: Shown figures might include sales from other divisions if business unit is not explicitly mentioned
Appendix - Providers
| M&A Report: The European Life Sciences Industry 2017 | 41
M&A ACTIVITY IN EUROPE
Providers
18.6%
2015
489
58.9%(288)
9.4%
8.4% 10.3%
3.7%
10.0%
15.0%(75)
6.8%
9.2%
4.4%
4.4%
64.5%(323)
2016
15.5%(74)
60.4%(288)
2017
501477
-1.2%
III.6 Industrial supply
III.5 Healthcare services
III.4 Veterinary providers
III.3 Software providers
III.2 Diagnostic services
III.1 Conventional providers
▪ Global receptiveness to ‘Western’ lifestyle and food consumption patterns ramping up lifestyle induced and chronic diseases e.g. diabetes II, COPD, asthma, or cancer.
▪ Consumers will increasingly play a decision making role in their healthcare coverage and treatments while ongoing cost and budget pressure in public healthcare result in minimal and 'just good enough' service plans, infrastructure and equipment.
▪ IT efficiency and consolidation drives deal activity.
▪ The decrease shown by the numbers for 2017 will become comparable to 2016 once all deals are published.
CommentsNumber of transactions
CAGR
| M&A Report: The European Life Sciences Industry 2017 | 42
SELECTED PROVIDERS DEALS IN EUROPE
Provider top 20 deals in Europe
2017 Acquisition target Buyer Value in EURm
31-Jan ESP Quirónsalud GER Fresenius Helios Gmbh 5,760
12-Sep UK Berendsen plc FR Elis SA (ENXTPA:ELIS) 3,344
31-Mar FIN Ahlstrom Oyj SWE AhlstromMunksjö Oyj (HLSE:AM1) 766
7-Feb ESP SARquavitae Servicios a la Dependencia, S.L ESP GeriaVi S.L. 440
31-Jul ITA DP Group s.r.l. (DentalPro) UK BC Partners Limited 400
12-May Pol Pelion S.A. Pol Korporacja Inwestycyjna Polskiej Farmacji Sp. z o.o. 315
30-Jun FR Colisée Patrimoine Group SAS UK IK Investment Partners 236
19-Jul ITA TBS Group S.p.A. UK Double 2 S.p.A. / Permira 168
4-Aug ESP Clínica Baviera, S.A. (BME:CBAV) ESP Aier Eye International (Europe), S.L.U. 166
14-Nov UK Renaissance Villages Ltd UK Inspired Villages Group Limited 165
28-Jun FR Groupe ELSAN SAS FR Téthys Invest 150
9-Feb ESP Portfolio of Retirement Homes Comprising 16 EHPADs FR Eurosic Lagune 116
30-Jun CH Linde Holding Biel/Bienne AG CH Hirslanden AG 99
16-Feb UK 15 retirement homes and additional assets IL Ravad Ltd (TASE:RAVD); Golden House Ltd 94
29-Dec FR Clinique de l'Europe SA FR Icade Santé SAS 87
22-Feb UK 13 Properties IL Ravad Ltd (TASE:RAVD); Golden House Ltd 83
2-May UK Circle Holdings Plc UK Penta Capital 75
30-Jun UK Hedgelane Limited UK RM Plc (LSE:RM.) 66
24-Mar AUS Portfolio of 7 Aged Care Real Estate Assets in and around Graz LUX ECP Fund Management 50
23-Jan GER Wörner Medizinprodukte Holding Gmbh FR Chequers Capital 46
| M&A Report: The European Life Sciences Industry 2017 | 43
GLOBAL AND EUROPEAN PROVIDERS
Providers
The above list of global providers clearly shows the dominant position of US companies benefitting from their leading position in their home market as service based economy. Globally, US companies account for all of the top 10 companies and three quarters of the top 20 companies. A quarter of the 20 top European providers is headquartered in Germany.
Global top 20 companies
Company or division HQsSales 2016 in
EURbn
1 UnitedHealth Group Incorporated United States 175.12 CVS Health Corporation United States 168.23 McKesson Corporation United States 167.64 AmerisourceBergen Corporation United States 130.65 Cardinal Health. Inc. United States 109.46 Walgreens Boots Alliance. Inc. United States 105.37 Express Scripts Holding Company United States 95.08 Anthem. Inc. United States 80.49 Aetna Inc. United States 59.8
10 HCA Holdings. Inc. United States 39.311 Sinopharm Group Co..Ltd. China 35.312 Rite Aid Corporation United States 28.113 MediPal Holdings Corporation Japan 23.714 PHOENIX Pharmahandel Germany 23.215 Alfresa Holdings Corporation Japan 20.116 Ascension Health Alliance United States 19.717 Community Health Systems. Inc. United States 17.518 Fresenius Medical Care AG Germany 17.419 DaVita Inc. United States 14.020 Catholic Health Initiatives United States 13.1
European top 20 companies
Company or division HQsSales 2016 in
EURbn
1 PHOENIX Pharmahandel Germany 23.22 Fresenius Medical Care Germany 17.53 Helse Sør-Øst RHF Norway 8.24 Fresenius. Helios & Vamed Germany 7.05 DKSH. Healthcare Switzerland 5.16 Galenica Sante Switzerland 3.97 Open joint stock company Protek Russia 3.78 Asklepios Kliniken Germany 3.49 ZAO NPK Katren Russia 3.2
10 Korian-Medica France 3.011 ORPEA Société Anonyme France 2.812 Eurofins Scientific Luxembourg 2.513 Selcuk Ecza Deposu Turkey 2.314 Falck Denmark 2.115 Apoteket Sweden 2.116 Oriola-KD Corporation Finland 1.617 Neuca Poland 1.618 Farmacol Poland 1.419 Rhön-Klinikum Germany 1.320 Helse Bergen Norway 1.2
Note: Healthcare insurances companies are not consideredFigures shown might include sales from other divisions if business unit is not explicitly mentioned
Globalscope Network
| M&A Report: The European Life Sciences Industry 2017 | 45
INTRODUCTION TO PALLADIO CORPORATE FINANCE
Since 2004 Palladio Corporate Finance offers advisory and assistance in corporate finance
and M&A transactions for growth and shareholders’ value creation
Part of Palladio Holding Group, investment holding, diversified and independent
operating in Italy and in Europe since more than 30 years
A qualified team of professionals with an averageexperience of more than 15 years and a track recordof 250 deals
All professionals are directly involved in theexecution phase playing a hands-on role in eachphase of the transaction
Ability to originate and execute complex transactionstailor made on the specific customer’s needs
Partner of Globalscope, a global network ofinvestment banks, offering first quality access toindustrial and financial investors worldwide
Palladio Holding Group is one of the leading investorsin Italy with approximately an asset value of over €400m and assets under management of € 800m
A stable and value added shareholder baseintegrating financial and industrial expertise
Palladio Corporate Finance has a dedicated teamtotally independent within Palladio Holding Group
| M&A Report: The European Life Sciences Industry 2017 | 46
INTRODUCTION TO PALLADIO CORPORATE FINANCE
▪ Strategic positioning
▪ Review of strategic options
▪ Financial plans and projections
▪ Scouting and selection of financial/industrial investors
▪ Scouting and selection of potential targets
▪ Joint ventures
▪ Distressed M&A
▪ Negotiation
Strategy and M&A
▪ Recovery plans
▪ Debt restructuring agreements (even in proceedings regulated by the bankruptcy law)
Debt Restructuring
▪ Debt raising
▪ Optimization of the financial structure
Debt Advisory
▪ Company valuations
Company Valuations
StrongCross-BorderCapabilities
Industrial Manufacturing
EquipmentAutomotive
Food&ConsumerF&B
LuxuryLeisure
Technology SoftwareLightingAudio
RetailE-Commerce
OpticalFMCG
HealthcareDevices
Managed careLife science
Palladio Corporate Finance Services and Industries
| M&A Report: The European Life Sciences Industry 2017 | 47
INTRODUCTION TO PALLADIO CORPORATE FINANCE
Team
▪ Cristina is a Director at Palladio Corporate Finance since September 2012. For more than 15 years, Cristina has been involved in advisory roles to industrial and private equity groups on mergers & acquisitions, debt restructuring and LBOs operating in different sectors. Previously she worked more than 7 years at Vitale & Associati, an independent financial advisory house, and two years in the IR and Strategic Planning team of e.Biscom. Cristina started her career at Dresdner Kleinwort Wasserstein
Cristina BertoliniDirector
▪ Lorenzo is Managing Partner of Palladio Holding Group, a leading Italianindependent merchant bank. He is CEO of Palladio Corporate Finance (entirelycontrolled by Palladio Holding). Prior to joining Palladio in 2004, he was at Gallo &C., the M&A advisory co. of Meliorbanca Group, as General Manager and member ofthe Board of Directors. Previously he had been working at Gemina Group and BancaNazionale del Lavoro Group. Lorenzo is qualified as Licensed Public Accountant
Lorenzo ValentinoCEO
▪ Matteo is a Managing Director at Palladio Corporate Finance and member of the Steering Committee of Palladio Holding Group. For over 20 years, Matteo has advised on mergers & acquisitions, restructuring, LBOs and financings throughout Italy and Europe. Before joining the firm in 2004, he was a Director at Cofiri, the Italian Government owned investment bank, where he was responsible for the consumer goods industry. Previously he had been a Vice President at Gallo & C a leading Italian investment bank
Matteo GiannobiManaging Director
| M&A Report: The European Life Sciences Industry 2017 | 48
VIA THE GLOBALSCOPE NETWORK, PALLADIO CORPORATE FINANCE IS ACTIVE INTERNATIONALLY
International members work together on cross-border transactions
Global Co-operationOur Vision
Globalscope is a professional, effective and quick-reacting M&A
network. Globalscope increases cross-border transaction
volumes and values for their members. We are active in any
country with a demand for cross-border transactions.
▪ Globalscope is an international network of international mid market M&A boutiques lead by entrepreneurs
▪ Globalscope was founded in 1987 and has today 54 members from 45 countries on 5 continents with more than 500 advisors
▪ 175 transactions (LTM)
▪ Globalscope has a very high level of sector expertise in the following sectors:
Building & Construction • Business Services • Chemicals
Consumer • Energy & Renewables • Engineering / Industrials
Financial Services & Insurance • Food & Agribusiness
Healthcare / Pharmaceuticals / MedTech / Life Sciences
Leisure & Retail • Oil & Gas • Real Estate
Technology Media & Telcoms (TMT) • Transport
Logistics & Distribution
| M&A Report: The European Life Sciences Industry 2017 | 49
PALLADIO CORPORATE FINANCE: SELECTED REFERENCES
2018
VEI Green sold 100% of ForVEI to
Confidential
Financial advisor of VEI Green
a listed Italian renewable energycompany
2018
acquired 75% of
Confidential
Financial advisor of Palladio Holding
an Italian-based company specialised in PTFE paste extrusion
2017 Confidential
Financial advisor of Palladio Team
an Israel-based renewable energy fund
Palladio Team sold 4 MW portfolio of Biogas plant to
2017 Confidential
Financial Advisor of Savona Terminal Auto
global group involved in maritime logistics
100% of Savona Terminal Autowas sold to
2016 Confidential
Financial advisor of La Suissa
an Italy –based private equity fund
Italian player in the confectionary industrysold the 80% of the share capital to
2016
Acquired 75% share capital of
Confidential
Financial advisor of Colussi Group
an Italy-based company producer of freshpasta
2016
Sold 100% of its share capital to
Confidential
Financial advisor of Tecnilab
a Swiss-based company specialised in automation solutions
2017 Confidential
Financial advisor of Palladio Holding
a UK–based private equity fund
Palladio Holding sold 25%of Summano Sanità to
| M&A Report: The European Life Sciences Industry 2017 | 50
PALLADIO CORPORATE FINANCE: SELECTED REFERENCES
2015
acquired 100% share capital of
€ 14mln
Financial advisor to DE Shaw & Co
a leading Italian manufacturer of heat exchangers and ventilated units, through a
dedicated capital increase and the purchase of medium term credits from a pool of banks
2015
the Italian leading theme parks operator opened its share capital to
€ 20mln
Financial advisor to Costa Edutainment
through € 20 mln investment structured as a share capital increase of € 5 mln coupled
with convertible notes of € 15 mln
2015
acquired 91% share capital of
Confidential
Financial advisor to RETTIG
a leading Italian heating, ventilation and air conditioning (HVAC) company
2015
following a public tender offer, owns 80.3% of the share capital of
€ 22mln
Financial advisor to VEI Capital
listed investment company owning 76% share capital of MAR-TER Spedizioni SpA, a
leader port terminal operator in the handling and transportation of wood pulp and
minerals
2015
acquired a hydroelectric plant from
Confidential
Financial advisor to Swiss Power
investment company focusing on investments in the renewable sector
2015
acquired the whole share capital of
Confidential
Financial advisor to VE.DI. shareholders
a specialized Italian group in diagnostics centers
2015
acquired the whole share capital of
Confidential
Financial advisor to Costa Edutainment
an Italy-based amusement park
2015 Confidential
Financial advisor to Silvana Editoriale
Has signed
a financial restructuring agreement with its lending banks
a publishing house founded in 1945 in Milan and specialized in the field of events and
exhibitions
Contacts
Vicenza
S.S. Padana verso Verona, 636100 Vicenza
Tel.: +39 0444 650500Fax: +39 0444 650580
Milano
Via Fiori Oscuri, 1120121 Milano
Tel.: +39 02 72730700Fax: +39 02 72730730
Lorenzo Valentino
Tel.: +39 02 72730 760
Cristina Bertolini
Tel.: +39 02 72730 763