Shares in Paragon Care Ltd. (ASX: PGC) rose 3% to $0.84c on Friday morning's trade, after the company announced the acquisition of New Zealand-based healthcare business REM Systems for a net enterprise value of NZ$54 million (about $50 million).
The details of the transaction
Paragon will settle 80% of the purchase in cash and the rest through the issuance of 12.7 million shares at the 30-day volume-weighted average price of $0.76c. In addition, the deal includes earn-out provision of 4.5 times FY20 and FY21 incremental EBITDA from the acquisition. REM's vendors and executive management will stay with the business throughout the earn-out period.
REM has a forecast FY18 revenue base of NZ$68 million and EBITDA of NZ$7 million.
Funding for the transaction derives partly from Paragon's recent $70 million capital raising and partly from an increased debt facility with National Australia Bank (ASX: NAB). Paragon's net debt to EBITDA ratio is expected to be between 2x and 2.5x following the acquisition.
Strategic rationale
Paragon's Chairman, Shane Tanner, described REM as a "near perfect strategic fit".
Through a series of acquisitions of suppliers of the healthcare sector – seven in the last four months –Paragon has grown to become an integrated healthcare equipment and services provider for acute, aged and primary care in Australia and New Zealand.
The acquisition of REM is particularly significant given the size of the target – in comparison with Paragon's market capitalisation of $230 million – and the fact that REM itself is a diversified medical distribution company supplying 4,000 customers including acute care hospitals, day surgeries, medical practices and veterinary clinics throughout New Zealand and Australia, with an articulate structure that resembles Paragon's.
Despite its strong organic growth – in the range of 6% to 8% per annum over recent years, according to Paragon's announcement – REM is still a family run business
The acquisition is anticipated to be in excess of 10% EPS accretive in FY19 and beyond.
Foolish takeaway
I'm usually quite wary of growth built on an acquisition spree, but in this case I think the move makes perfect sense, given the homogeneity between Paragon and REM.
Based on the company's forecast, the stock trades at just 11x FY18 earnings. With this valuation, I think Paragon is a good option to gain exposure to the healthcare sector, which is poised to grow in coming years as the Australian population ages.
But there's another industry ready to take off. Click here to claim your free report.
