Acquisition of two businesses

UDG Healthcare significantly strengthens its Ashfield Communications and Advisory business with two acquisitions for a combined consideration of up to $106 million

21 May 2019: UDG Healthcare plc ("the Group"), a leading international healthcare services provider, is pleased to announce two acquisitions in its Ashfield Communications and Advisory business. Putnam Associates ("Putnam"), a US-based strategic management healthcare consultancy, is being acquired for a total consideration of up to $88.6 million, and Incisive Health, a UK-based healthcare policy and communications consultancy, is being acquired for a total consideration of up to £13.6 million ($17.7 million).

Putnam

Based in the US, Putnam is a specialist consultancy focused on product commercialisation strategy, exclusively for the life sciences industry. Founded in 1988, Putnam has grown to become a respected advisory brand for biopharmaceutical companies, and attracts top class talent from several of the leading US universities. With 120 employees across offices in Boston and San Francisco, Putnam offers consultancy services across the product life cycle with particular strengths in product commercialisation, pricing, reimbursement and market access strategy. Over the past 10 years, Putnam has advised on the commercialisation of several products that have achieved blockbuster sales status in the US.

Putnam adds significant capabilities and scale to Ashfield's existing advisory pillar in the US, as well as delivering a step change in Ashfield's capabilities in pricing, reimbursement and market access. Putnam also complements Ashfield's existing advisory offering, including STEM, Vynamic and SmartAnalyst, which were acquired between 2016 and 2018.

Putnam is being acquired for a total consideration of up to $88.6 million to be satisfied in cash, with $60 million paid upfront, in addition to an earn-out of up to $20.1 million over three years, and a further five year earn-out of up to an additional $8.5 million. For the year ending 31 December 2018, Putnam had gross assets of $20.5 million, with an adjusted* operating profit of approximately $8 million. 

*Operating profit from the statutory accounts adjusted to reflect transition from a partnership model.

Incisive Health

Incisive Health is a UK-based healthcare communications consultancy, which specialises in healthcare policy, public affairs and communication services. Across its head office in London and an office in Brussels, the consultancy employs 36 people and provides a suite of consultancy and communications services including clinical advocacy, corporate and digital communications, direct payer engagement, public affairs, stakeholder campaigning, strategic and policy development and training programmes. Incisive Health has a diversified client base of predominately pharmaceutical and biotech companies.

Incisive Health significantly strengthens Ashfield Communications' capabilities in the UK and mainland Europe, specifically in dedicated policy and market access communications.

Incisive Health is being acquired for a total consideration of up to £13.6 million ($17.7 million). This includes initial consideration of £8 million ($10.4 million), with an earn-out of up to £5.6 million ($7.3 million) payable over the next three years, based on the achievement of agreed profit targets.

Both transactions will be financed from existing cash and debt facilities and are expected to deliver a return on capital employed in excess of the Group's target of 15% within three years.

Commenting on the announcement, Brendan McAtamney, CEO of UDG Healthcare plc, said:

"We are pleased to announce the acquisitions of Putnam Associates and Incisive Health, which further enhance our capabilities in Ashfield Communications and Advisory. Putnam strengthens our growing advisory pillar in the US, adding significant expertise in product commercialisation, pricing, reimbursement and market access strategy. Incisive Health adds specialist capability in the growing area of public health advocacy, supporting clients to secure market access for their brands, in addition to wider communications services.

Both transactions are a good strategic and cultural fit, meet our target financial hurdle rates and further expand our current capabilities."

About UDG Healthcare plc:

UDG Healthcare plc (LON: UDG) is a leading international partner of choice delivering advisory, communication, commercial, clinical and packaging services to the healthcare industry, employing over 9,000 people with operations in 26 countries and delivering services in over 50 countries.

UDG Healthcare plc operates across two divisions: Ashfield and Sharp.

Ashfield is a global leader in advisory, communication, commercial and clinical services for the pharmaceutical and healthcare industries. It focuses on supporting healthcare professionals and patients at all stages of the product life cycle. The division provides field and contact centre sales teams, healthcare communications, patient support, audit, advisory, medical information and event management services to over 300 healthcare companies.

Sharp is a global leader in contract commercial packaging and clinical trial packaging services for the pharmaceutical and healthcare industries, operating from state-of the-art facilities in the US and Europe.

The company is listed on the London Stock Exchange and is a constituent of the FTSE 250. For more information, please go to: www.udghealthcare.com