IBA iba health group limited

isoft bid still on.

  1. 1,055 Posts.
    lightbulb Created with Sketch. 80
    LONDON (Dow Jones)--IBA Health Limited ("IBA") Tuesday announced an revised
    offer for iSOFT Group at a price of 69 pence per share in cash. -
    Summary
    * The IBA Directors are pleased to announce the terms of a revised offer in cash for
    iSOFT (the "Revised Offer").
    * Under the terms of the Revised Offer, iSOFT Shareholders will be entitled to receive
    69 pence for each iSOFT Share held. The Revised Offer values the entire issued and to be
    issued share capital of iSOFT at approximately GBP166.3 million.
    * A share alternative will be available to iSOFT Shareholders who may elect to receive
    some or all of their consideration in respect of their Scheme Shares in the form of IBA
    Consideration Shares on an improved basis of 1.65 IBA Consideration Shares for each iSOFT
    Share.
    * The price of 69 pence in cash for each iSOFT Share represents:
    - a premium of approximately 23.8%. to the closing mid-market price of 55.75 pence
    per iSOFT Share on Oct. 16, 2006, being the last Business Day prior to the announcement
    by iSOFT that it was reviewing its options with respect to the long term capital needs of
    its business and that it had received a number of expressions of interest; and
    - a premium of approximately 4.5%. to the value of the CompuGROUP Offer of 66
    pence for each iSOFT Share.
    * IBA has Tuesday agreed to acquire 56,577,244 iSOFT Shares representing 24.3 per cent.
    of the issued share capital in iSOFT.
    * The Revised Offer will be financed through a combination of IBA's existing cash
    resources, the proceeds of the completed Rights Issue and new financing to be provided by
    Allco Equity Partners, an investment company listed on the Australian Securities Exchange
    via its wholly-owned subsidiary AEP Financial Services (together "AEP").
    * IBA will procure the refinancing of iSOFT's existing banking facilities, which
    are repayable upon a change of control, and the financing of the ongoing working capital
    requirements of the Enlarged Group, through committed New Debt Facilities of GBP145
    million which have been arranged by ABN AMRO of which GBP120 million has been
    underwritten by ABN AMRO and the balance of GBP25 million by AEP Financial Services.
    * IBA intends to seek the recommendation of the iSOFT Directors for the Revised Offer.
    IBA will also seek the co-operation of the iSOFT Directors in implementing the Revised
    Offer by means of a scheme of arrangement. Under the Revised Offer, IBA, or a
    wholly-owned subsidiary of IBA, will acquire the entire issued and to be issued ordinary
    share capital of iSOFT.
    * The combination of iSOFT and IBA would:
    - create one of the largest providers of information systems in the healthcare
    IT market with a combined installed base of approximately 13,000 healthcare systems;
    - bring together the two companies' international presence and customer base
    creating a business with critical mass and reach;
    - unite two experienced management teams with complementary skills and a proven
    track record in the healthcare IT market;
    - enhance the Enlarged Group's capability to deliver and complete the
    development of LORENZO, iSOFT's flagship strategic product. LORENZO would form the
    basis of the Enlarged Group's next generation product suite. LORENZO, once
    completed, is expected to provide significant revenue opportunities for the Enlarged
    Group when the product is marketed internationally;
    - create significant opportunities for top-line growth from cross-selling the
    complementary product portfolio of IBA and iSOFT to a larger customer base;
    - be expected to result in full run-rate annual cost synergies of approximately
    A$27 million (GBP11 million) in the financial year ending 30 June 2009, arising
    primarily from a reduction of overheads through the removal of duplicated infrastructure
    and premises;
    - bring new funds to the Enlarged Group thereby enhancing its ability to deliver
    and maintain large scale contracts; and
    - be significantly earnings per share enhancing for IBA for the year to 30 June
    2008(1) before amortisation of acquisition related intangibles and one-off integration
    costs associated with the Original Offer and Revised Offer, but including expected
    synergy benefits.
    Gary Cohen, Executive Chairman of IBA, said: "The strategic logic for this merger
    remains compelling and the merits of the transaction are further endorsed through
    AEP's cornerstone investment. This merger of two leading healthcare IT companies
    will create one of the largest providers of health IT solutions in the regions from
    Europe through to Australasia.
    "This is a continuation of our international strategy, started three years ago.
    Our revised offer will enable iSOFT shareholders to choose whether to accept cash or to
    accept IBA shares and benefit from the expected growth of the combined group. It
    preserves key relationships with iSOFT customers and employees, ensures the LORENZO IP is
    retained and enhances the value of the combined IBA and iSOFT business."
    ABN AMRO Corporate Finance is acting as sole financial adviser to IBA. Hoare Govett is
    acting as corporate broker to IBA.
 
watchlist Created with Sketch. Add IBA (ASX) to my watchlist

Currently unlisted public company.

arrow-down-2 Created with Sketch. arrow-down-2 Created with Sketch.