SOFIA 21 April 2016 – Acıbadem Sağlık Hizmetleri ve Ticaret A.Ş. (“Acıbadem”), together with its subsidiary, Clinical Hospital Acıbadem Sistina (“Acıbadem Sistina”), announced today that it has signed definitive agreements for the acquisition of Bulgaria-based Tokuda Hospital and its subsidiaries (“Tokuda Group”) and a simultaneous merger with City Clinic, another leading healthcare operator in Bulgaria.
The Tokuda transaction is an acquisition of 100% of the Tokuda Group, while the City Clinic transaction is a combination of an acquisition of nearly one-third of the existing shareholders and rolling over of the stake of the operating partners into the new combined entity. Subsequent to all the transactions 76.5% of the newly created holding company’s (“SPV”) share capital shall be held by Acibadem Group and remaining 23.5% by City Clinic shareholders.
City Clinic, founded in 2010, is a leading high-quality integrated healthcare provider in Bulgaria, operating in Sofia, Varna and Burgas. It operates three hospitals and three outpatient centers among which the only Joint Commission International accredited hospital in Bulgaria. Following the opening of its new cancer center, City Clinic dominates the market of both cardiovascular and cancer care in the country. City Clinic’s Sofia hospital is a teaching hospital of two leading medical schools in the country combining high quality clinical service with education and research.
Tokuda Group is the largest private hospital operator in Bulgaria including a 550-bed general hospital, an outpatient medical center, clinical research center, pharmacy and an hospice, all located at the same site in Sofia. The hospital was opened in 2006 as the first private hospital owned by a foreign investor in Bulgaria with 100% Japanese investment. The hospital is in a state-of-the-art 52.000-square meter building and located in the south part of the Sofia’s district Lozenetz. Tokuda Hospital operates as a multidisciplinary service with almost all medical disciplines. It has over 30 medical departments and 22 operating theaters.
The two transactions will lead to the creation of the largest private healthcare provider in Bulgaria and one of the leading healthcare institutions in Central and Eastern Europe. It will leverage on Acibadem’s global brand, clinical and operational excellence and know-how and both Tokuda’s and City Clinic’s market positions, high-quality services and reputation. The combined integrated healthcare group will operate under the name “Acibadem City Clinic” with Mr. Mehmet Ali Aydınlar serving as Chairman and Ilian Grigorov as Chief Executive Officer.
Mr. Mehmet Ali Aydınlar, Chairman and Chief Executive Officer of Acıbadem, said, “The transaction is in line with Acıbadem’s strategy of focusing on key emerging markets in Central Eastern Europe and Balkan Region. Acıbadem views the need in the qualified and high-end technology healthcare services in Bulgaria and therefore realized this valuable transaction. Considering Acıbadem’s globally recognized brand, well designed clinical processes, sophisticated management and operational approach, it is remarkable that through this 4 hospitals, Bulgaria is going to be the country providing premium and world class healthcare services and becoming the center of attraction in the region.”
Mr. Arthur Stern, Representative of Tokushukai Medical Group, said, “Dr. Tokuda is extremely proud of how Tokuda Hospital Sofia has been at the forefront of the improvement of healthcare in Bulgaria since its opening almost 10 years ago. The succession of Acıbadem with its proven record will insure Tokuda Hospital is able to continue this leadership role directed at providing the highest international standards of patient care.”
Mr. Ilian Grigorov, Chief Executive Officer of City Clinic, said, “This transaction is a recognition of the enormous efforts of physicians, nurses, allied health professionals and other personnel at City Clinic who have worked hard and will continue to do so in the best interest of the patients in Bulgaria. We will continue to deliver highest standard of quality healthcare service through significant synergies and support to be contributed from Acıbadem Group.”
The Transaction boosts Acıbadem’s beds globally to more than 3,500 across 22 hospitals in 3 countries. Pending necessary approvals and satisfaction of certain conditions, the deal is expected to close within 3 months. Deloitte acted as the financial and tax advisors to Acıbadem for the Transaction. Acıbadem’s legal advisor leading the Transaction is Esin Attorney Partnership, a Member Firm of Baker & McKenzie International, a Swiss Verein and local legal advisor is Djingov Gouginski Kyutchukov Velichkov (DGKV). Ernst & Young acted as the financial and tax advisors to Tokuda Group and its shareholders. Tokuda Group’s legal advisor for the acquisition is Braykov’s Legal Office and Squire Patton Boggs (UK) LLP. Dentons and DGKV also acted as legal advisors to City Clinic Group and its shareholders.
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