Sul América proposes to buy HB Saúde, from Rio Preto, for R$ 485 million

Insurance company Sul América, based in Rio de Janeiro, announced on Monday night, 30, that it offered R$ 485 million for the purchase of up to 100% of the HB Saúde group, from Rio Preto. The proposal is greater than that made by the Ceará company Hapvida, which offered R$ 450 million for the Rio-Pretense group.

According to a relevant fact – a type of official company report on movements that may change the value of its shares on stock exchanges – disclosed by Sul América, the non-binding and unsolicited proposal provides for the purchase of 100% of HB Saúde, subject to approval by the shareholders of the rio-pretense group at an extraordinary general meeting “and the consequent sale by shareholders holding at least 50% plus one share of the voting and total capital of HB Saúde.”

The report also mentions that HB Saúde has a “portfolio of approximately 129 thousand beneficiaries of health plans and 25 thousand beneficiaries of dental plans, and consists of a health operator, a hospital, eight outpatient units, a children’s clinic, clinical and diagnostic centers, spaces for preventive medicine, occupational and oncology center, located mainly in the cities of São José do Rio Preto and Mirassol, in the State of São Paulo.”

The Sul América report also mentions the clinical staff of HB Saúde, saying that it has “an excellent technical profile and is highly committed to the future of the company.”

Sul América has more than 125 years and 7 million customers in the areas of health, dentistry, life insurance, pension and investment. It also has more than 4,000 employees spread across Brazil.

Read the material fact published by Sul América:

Sul América SA (B3: SULA11) (“Company” or “SulAmérica”) pursuant to Law 6,404/76 and CVM Instruction 358/02, as amended, informs its shareholders and the market in general that it submitted to HB Saúde S /A, registered with the CNPJ/ME under No. 02.668.512/0001-56 (“HB Saúde”), parent company of the other member companies of the HB Saúde Group (“Affiliates” and these, together with HB Saúde, ” Grupo HB Saúde”), an unsolicited binding proposal for the acquisition of up to 100% of Grupo HB Saúde (“Transaction”), for the base price of R$485 million for all shares. The Transaction is subject to the approval of the shareholders of HB Saúde at an extraordinary general meeting and the consequent sale by shareholders holding at least 50% plus one share of the voting and total capital of HB Saúde.

The HB Saúde Group is composed of the following Affiliates: HB Saúde S/A, HB Saúde Prestação de Serviços Médicos Ltda., Centro Integrado de Atendimento Ltda. and HB Saúde Diagnostic Center Ltda.

The HB Saúde Group has a portfolio of around 129,000 health plan beneficiaries and 25,000 dental plan beneficiaries, and consists of a health operator, a hospital, eight outpatient units, a children’s clinic, clinical and diagnostic centers , spaces of preventive medicine, occupational and cancer center, located mainly in the cities of São José do Rio Preto and Mirassol, in the State of São Paulo. The HB Saúde Group has a clinical staff of excellent technical profile and highly committed to the future of the company.

In 2020, the HB Saúde Group recorded revenues that totaled approximately R$300 million. The transaction, when concluded, will represent an important movement for both SulAmérica and HB Saúde, its clinical staff and its beneficiaries.

For SulAmérica, as it strengthens its position and market share in a strategic region for its geographic expansion plan, increasing its presence in a region of the State of São Paulo that has high growth potential for its Health and Dental operation . And for HB Saúde, its clinical staff and its beneficiaries, who will also have at their disposal 125 years of SulAmérica’s history, expertise and recognition in Health Management and Coordinated Care. Additionally, it is noteworthy that this movement also marks the expansion of operations in a semi-verticalized care model, similar to what has been successfully implemented in the South of the country by Paraná Clínicas, a company acquired by the company in September 2020.

In addition to the approval at the HB Saúde meeting, the Transaction is subject, after completion of the usual audit for this type of operation, to the execution of a purchase and sale agreement that will contain, among other relevant provisions, certain usual precedent conditions, including the need prior approval of the competent regulatory bodies. SulAmérica further clarifies that the Transaction does not depend on approval at the company’s general meeting and will not give rise to the right of withdrawal to its shareholders, since it does not fall under art. 256 of Law No. 6.404/76.