Atlanta Health-care Company Announces $575M Acquisition

Staff Report

Wednesday, September 30th, 2020

The Providence Service Corporation, the nation’s largest manager of non-emergency medical transportation programs for state governments and managed care organizations and holder of a minority investment in Matrix Medical Network, today announced that the Company has entered into a definitive agreement to acquire Simplura Health Group (“Simplura”), which operates a large network of home health and personal care agencies across seven states, from One Equity Partners (“OEP”) in an all cash transaction at an enterprise value of $575 million (subject to customary purchase price adjustments).

Simplura provides over 20 million hours of non-medical personal care annually to primarily Medicaid patient populations, including seniors and disabled adults, in need of care monitoring and assistance performing daily living activities in the home setting. Simplura employs approximately 14,000 caregivers and is a market leader in the seven states in which it operates: New York, Pennsylvania, Massachusetts, Florida, New Jersey, West Virginia and Connecticut.

Daniel E. Greenleaf, President and Chief Executive Officer of Providence, commented, “With our agreement to acquire Simplura Health Group, we are fulfilling one of the key pillars of our operational strategy: transformational growth. Simplura brings us a complementary higher-margin business in non-medical personal care—a large, rapidly growing sector of healthcare that dovetails well with non-emergency medical transportation. This combination unifies two social-determinants-of-health pioneers that share a common mission, that provide value-based care and solutions to similar vulnerable patient populations, and that partner with many of the same payor groups. Financially, we expect this transaction to be immediately accretive to our adjusted earnings per share and project a short payback period due to Simplura’s attractive cash flow profile.”

Dave Middleton, President and Chief Executive Officer of Simplura, added, “We are excited to unite with a like-minded partner in Providence to deliver value and improved outcomes through our transportation and home care solutions for patients and payors. We also believe that the combined organization is an outstanding home for Simplura’s employees, who stand to benefit from greater career development and growth opportunities.”

Transaction Snapshot

Transaction

 

  • Acquiring 100% of Simplura Health Group from One Equity Partners
  • All cash transaction at an enterprise value of $575 million
  • Expected to be immediately accretive to Adjusted EPS before synergies

 

Simplura Financials

(LTM 6/30/20)

 

  • Revenue of $463.1 million
  • Adjusted EBITDA of $49.6 million / Adjusted EBITDA Margin of 10.7%

 

Anticipated

Financing

 

  • Fully committed debt financing from Jefferies and Deutsche Bank
  • Pro forma net debt to 6/30/20 LTM EBITDA of approximately 3.6x with a path to deleveraging over the next twelve months

 

Timing

 

  • Expected to close in the fourth quarter of 2020
  • Subject to customary closing conditions

 

Jefferies LLC is serving as lead financial advisor to Providence and Gibson, Dunn & Crutcher LLP is serving as Providence’s legal advisor. Deutsche Bank Securities Inc. is also providing financial advice to the Company.

Guggenheim Securities LLC is serving as exclusive financial advisor to Simplura and Kirkland & Ellis LLP is serving as Simplura’s legal advisor.