Cegedim : Sale of Cegelease business
December 14 2017 - 10:46AM
Financial Information IFRS - Regulated Information
Cegedim: Sale of Cegelease business
- Cegedim has signed a sales agreement with Société Générale
- The deal is expected to close during the first quarter of
2018
- The Group is not planning any other divestment
Disclaimer: This press release is available in French and in
English. In the event of any difference between the two versions,
the original French version takes precedence. This press release
may contain inside information. It was sent to Cegedim's authorized
distributor on December 14, 2017, no earlier than 5:45 pm Paris
time.The term "business model transformation" is defined in
the glossary. |
Boulogne-Billancourt, France, December 14, 2017, after the
market close
Cegedim, an innovative technology and
services company, has signed an acquisition agreement with
FRANFINANCE (Société Générale Group) covering its
Cegelease and Eurofarmat business, subject
to the approval of competition authorities.
This sale is the next step in the business model
transformation that began in fall 2015. It gives Cegedim a
portfolio of businesses that are a good fit for each other and
generate strong synergies. No further divestments are planned.
The Cegelease and Eurofarmat subsidiaries
operate principally in the financial domain, are highly valued, and
require additional resources to continue pursuing and accelerating
their development for the benefit of their clients and
employees.
FRANFINANCE, a financing company that is a fully
owned subsidiary of Société Générale, is in an excellent position
to accelerate Cegelease's development by creating a major player in
the field of financing for medical professionals.
The parties have decided that Cegelease and the
Cegedim Group will continue to collaborate in France under the
current terms as part of a six-year collaboration agreement.
The sale price is €57.5 million, plus
reimbursement of the shareholder's loan account, which amounted to
€13 million on June 30. Of this amount, Cegedim will use
€30 million to pay down its debt. The rest will be used to
finance targeted acquisitions and/or repay debt.
In 2016, the businesses contributed €11.6
million in revenue and consolidated EBITDA of €5.4 million. At
September 30, 2017, they contributed €8.9 million to consolidated
Group revenues, compared with €8.1 million in 2016.
The deal is expected to be finalized in the
first quarter of 2018, subject to the approval of competition
authorities.
Assisting Cegedim on this transaction are the investment bank of
Ohana & Co and the law firm of Freshfields Bruckhaus
Deringer.
BPO
(Business Process Outsourcing): BPO is the contracting of
non-core business activities and functions to a third-party
provider. Cegedim provides BPO services for human resources,
Revenue Cycle Management in the US and management services for
insurance companies, provident institutions and mutual insurers.
Business model transformation: Cegedim decided in fall 2015
to switch all of its offerings over to SaaS format, to develop a
complete BPO offering, and to materially increase its R&D
efforts. This is reflected in the Group's revamped business model.
The change has altered the Group's revenue recognition and
negatively affected short-term profitability Corporate and
others: This division encompasses the activities the Group
performs as the parent company of a listed entity, as well as the
support it provides to the three operating divisions. EPS:
Earnings Per Share is a specific financial indicator defined by the
Group as the net profit (loss) for the period divided by the
weighted average of the number of shares in circulation.
Operating expenses: Operating expenses is defined as
purchases used, external expenses and payroll costs. Revenue at
constant exchange rate: When changes in revenue at constant
exchange rate are referred to, it means that the impact of exchange
rate fluctuations has been excluded. The term "at constant exchange
rate" covers the fluctuation resulting from applying the exchange
rates for the preceding period to the current fiscal year, all
other factors remaining equal. Revenue on a like-for-like
basis: The effect of changes in scope is corrected by restating
the sales for the previous period as follows: by removing the
portion of sales originating in the entity or the rights acquired
for a period identical to the period during which they were held to
the current period; similarly, when an entity is transferred, the
sales for the portion in question in the previous period are
eliminated. Life-for-like data (L-f-l): At constant scope
and exchange rates. Internal growth: Internal growth covers
growth resulting from the development of an existing contract,
particularly due to an increase in rates and/or the volumes
distributed or processed, new contracts, acquisitions of assets
allocated to a contract or a specific project. |
|
External growth: External growth covers acquisitions during
the current fiscal year, as well as those which have had a partial
impact on the previous fiscal year, net of sales of entities and/or
assets. EBIT: Earnings Before Interest and Taxes. EBIT
corresponds to net revenue minus operating expenses (such as
salaries, social charges, materials, energy, research, services,
external services, advertising, etc.). It is the operating income
for the Cegedim Group. EBIT before special items: This is
EBIT restated to take account of non-current items, such as losses
on tangible and intangible assets, restructuring, etc. It
corresponds to the operating income from recurring operations for
the Cegedim Group. EBITDA: Earnings before interest, taxes,
depreciation and amortization. EBITDA is the term used when
amortization or depreciation and revaluations are not taken into
account. "D" stands for depreciation of tangible assets (such as
buildings, machines or vehicles), while "A" stands for amortization
of intangible assets (such as patents, licenses and goodwill).
EBITDA is restated to take account of non-current items, such as
losses on tangible and intangible assets, restructuring, etc. It
corresponds to the gross operating earnings from recurring
operations for the Cegedim Group. Adjusted EBITDA :
Consolidated EBITDA adjusted, for 2016, for the €4.0m of
negative impact from impairment of receivables in the Healthcare
Professional division Net Financial Debt: This represents
the Company's net debt (non-current and current financial debt,
bank loans, debt restated at amortized cost and interest on loans)
net of cash and cash equivalents and excluding revaluation of debt
derivatives. Free cash flow: Free cash flow is cash
generated, net of the cash part of the following items: (i) changes
in working capital requirements, (ii) transactions on equity
(changes in capital, dividends paid and received), (iii) capital
expenditure net of transfers, (iv) net financial interest paid and
(v) taxes paid. EBIT margin: EBIT margin is defined as the
ratio of EBIT/revenue. EBIT margin before special
items: EBIT margin before special items is defined as the ratio
of EBIT before special items/revenue. Net cash: Net cash is
defined as cash and cash equivalent minus overdraft. |
Glossary
About
Cegedim: Founded in 1969, Cegedim is an innovative technology and
services company in the field of digital data flow management for
healthcare ecosystems and B2B, and a business software publisher
for healthcare and insurance professionals. Cegedim employs more
than 4,000 people in 11 countries and generated revenue of €441
million in 2016. Cegedim SA is listed in Paris (EURONEXT: CGM).To
learn more, please visit: www.cegedim.comAnd follow Cegedim on
Twitter: @CegedimGroup, LinkedIn and Facebook. |
Aude
BalleydierCegedim Media Relations and Communications
ManagerTel.: +33 (0)1 49 09 68 81aude.balleydier@cegedim.com |
Jan Eryk
UmiastowskiCegedimChief Investment Officerand head of
Investor RelationsTel.: +33 (0)1 49 09 33
36janeryk.umiastowski@cegedim.com |
Marina RosoffFor
Madis Phileo Media RelationsTel: +33 (0)6 71 58
00 34marina@madisphileo.com |
Follow Cegedim:
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