Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>
CapVest has a concurrent Scheme for <a href="https://www.smartkarma.com/entities/virtus-health-ltd" target="_blank" data-smartkarma-citation="entities:14776:1" rel="noopener">Virtus Health (VRT AU)</a> at $8.15/share and an off-market Takeover bid at $8.10/share (conditional on, among other things, the Scheme not proceeding).</li>
<li>The Transaction Booklet is now <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02518857-2A1372530?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">out</a>. The Scheme Meeting will be held on the 6 June. If not approved, the Takeover closes on the 5 July - unless extended.</li>
<li>The Virtus Directors unanimously recommend shareholders vote in favour of the Scheme; and accept the CapVest Takeover should the Scheme not be approved.</li>
</ul>



CapVest has a concurrent Scheme for Virtus Health (VRT AU) at $8.15/share and an off-market Takeover bid at $8.10/share (conditional on, among other things, the Scheme not proceeding).
The Transaction Booklet is now out. The Scheme Meeting will be held on the 6 June. If not approved, the Takeover closes on the 5 July - unless extended.
The Virtus Directors unanimously recommend shareholders vote in favour of the Scheme; and accept the CapVest Takeover should the Scheme not be approved.


Shareholder Vote On 6 June For Virtus-Backed Offer From CapVest

IPOs and Catalysts/Events, Global Equity Research Ltd

Arun George

IPOs and Catalysts/Events

Uncompromised, Independent, Conflict-Free Research

Global Equity Research Ltd

Global Equity Research was started in 2017 by a group of experienced research professionals. It was founded on a passionate belief in the importance and the need for uncompromised, independent, conflict-free research. We aim to provide differentiated and actionable primary and bottom up fundamental research.

<ul>
<li>The CapVest scheme meeting is scheduled for 6 June and the CapVest takeover offer runs from 6 May to 5 July. The BGH takeover is open and ends 20 May.</li>
<li>The independent expert has concluded that both CapVest and BGH’s proposals are fair and reasonable. <a href="https://www.smartkarma.com/entities/virtus-health-ltd" target="_blank" data-smartkarma-citation="entities:14776:1" rel="noopener">Virtus Health (VRT AU)</a> shares currently trade above both proposals. </li>
<li>With BGH unwilling to concede to CapVest, it is likely that BGH increases its 20.02% stake at a higher price than its takeover offer, resulting in a higher offer price.  </li>
</ul>


The CapVest scheme meeting is scheduled for 6 June and the CapVest takeover offer runs from 6 May to 5 July. The BGH takeover is open and ends 20 May.
The independent expert has concluded that both CapVest and BGH’s proposals are fair and reasonable. Virtus Health (VRT AU) shares currently trade above both proposals. 
With BGH unwilling to concede to CapVest, it is likely that BGH increases its 20.02% stake at a higher price than its takeover offer, resulting in a higher offer price.  


CapVest Scheme Meeting on 6 Jun, CapVest Takeover Offer Open 6 May to 5 July

<ul>
<li>In its Target Statement, <a href="https://www.smartkarma.com/entities/virtus-health-ltd" target="_blank" data-smartkarma-citation="entities:14776:1" rel="noopener">Virtus Health (VRT AU)</a>'s board unanimously determined BGH's Offer is inferior to CapVest's and recommends shareholders to not accept BGH's Offer.</li>
<li>Separately, Virtus is seeking interim orders from the Takeovers Panel, such that BGH amends its bidder's statement and also provides withdrawal rights. </li>
<li>A Supreme Court of New South Wales hearing will be held on 4 May 2022 to convene the Scheme meeting in relation to the CapVest Transaction.</li>
</ul>


In its Target Statement, Virtus Health (VRT AU)'s board unanimously determined BGH's Offer is inferior to CapVest's and recommends shareholders to not accept BGH's Offer.
Separately, Virtus is seeking interim orders from the Takeovers Panel, such that BGH amends its bidder's statement and also provides withdrawal rights. 
A Supreme Court of New South Wales hearing will be held on 4 May 2022 to convene the Scheme meeting in relation to the CapVest Transaction.


<ul>
<li>Hospital operator <a href="https://www.smartkarma.com/entities/ramsay-health-care-ltd" target="_blank" data-smartkarma-citation="entities:673:1" rel="noopener">Ramsay Health Care (RHC AU)</a> has <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02511581-2A1369312?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">announced</a> an unsolicited, non-binding Offer from KKR, by way of a Scheme, at A$88.00/share, in cash, a 36.7% premium to last close.</li>
<li>Presumably, Paul Ramsay's Ramsay Foundation, Ramsay's largest shareholder, is supportive, otherwise there is no deal.</li>
<li>Due diligence has been granted. If successful, this would be one of the largest LBOs by a private equity outfit in Australia. </li>
</ul>


Hospital operator Ramsay Health Care (RHC AU) has announced an unsolicited, non-binding Offer from KKR, by way of a Scheme, at A$88.00/share, in cash, a 36.7% premium to last close.
Presumably, Paul Ramsay's Ramsay Foundation, Ramsay's largest shareholder, is supportive, otherwise there is no deal.
Due diligence has been granted. If successful, this would be one of the largest LBOs by a private equity outfit in Australia. 


<ul>
<li>
CapVest has bumped its Scheme Offer for <a href="https://www.smartkarma.com/entities/virtus-health-ltd" target="_blank" data-smartkarma-citation="entities:14776:1" rel="noopener">Virtus Health (VRT AU)</a> to A$8.15/share. More importantly, it has increased the Takeover Offer price to A$8.10/share.</li>
<li>Separately, the Takeovers Panel has made interim orders prohibiting BGH from acquiring on market any Virtus shares above its Bid Price.</li>
<li>Virtus's Board has unanimously determined that CapVest's revised Offer is superior to BGH's Bid. </li>
</ul>



CapVest has bumped its Scheme Offer for Virtus Health (VRT AU) to A$8.15/share. More importantly, it has increased the Takeover Offer price to A$8.10/share.
Separately, the Takeovers Panel has made interim orders prohibiting BGH from acquiring on market any Virtus shares above its Bid Price.
Virtus's Board has unanimously determined that CapVest's revised Offer is superior to BGH's Bid. 


The Panel Joins CapVest In Virtus' Corner

Australia

Virtus Health Limited provides health care services. The Company offers clinical, scientific, diagnostic services, and day surgery for reproductive and fertility health care. Virtus Health serves patients and operates reproductive health and fertility clinics throughout eastern Australia.

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Virtus Health (VRT AU)

Shareholder Vote On 6 June For Virtus-Backed Offer From CapVest

Recommendation unchanged: if you're in, hold on for any possible upward revision. If not already in, get involved around here, or on any pullback....

David Blennerhassett

CapVest Scheme Meeting on 6 Jun, CapVest Takeover Offer Open 6 May to 5 July

The shares currently trade above both the CapVest and BGH proposals. It is likely that BGH further increases its stake at a higher price than its...

Arun George

BGH Stonewalls As Virtus Rejects Offer

Recommendation unchanged: if you're in, hold on for any possible upward revision. If not already in, get involved around here, or on any pullback.

David Blennerhassett

The Panel Joins CapVest In Virtus' Corner

Recommendation unchanged: if you're in, hold on for any possible upward revision. If not in, get involved around here, or on any pullback. These...

David Blennerhassett

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Shareholder Vote On 6 June For Virtus-Backed Offer From CapVest

Recommendation unchanged: if you're in, hold on for any possible upward revision. If not already in, get involved around here, or on any pullback....

David Blennerhassett

CapVest Scheme Meeting on 6 Jun, CapVest Takeover Offer Open 6 May to 5 July

The shares currently trade above both the CapVest and BGH proposals. It is likely that BGH further increases its stake at a higher price than its...

Arun George

BGH Stonewalls As Virtus Rejects Offer

Recommendation unchanged: if you're in, hold on for any possible upward revision. If not already in, get involved around here, or on any pullback.

David Blennerhassett

KKR Bids $88/Share For Ramsay Health

The Offer is indicative - for now. Trading at gross/annualised spread of 6.7%/12.6%, assuming early November completion. Not bad. Even better if...

David Blennerhassett

The Panel Joins CapVest In Virtus' Corner

Recommendation unchanged: if you're in, hold on for any possible upward revision. If not in, get involved around here, or on any pullback. These...

David Blennerhassett