Vestar to Sell Essent Healthcare
by Lisa Ward; Updated 04:55 PM, Sep-07-2011 ET
After a long holding period, Vestar Capital Partners and Cressey & Co. are finally exiting hospital operator Essent Healthcare Inc. through a sale to Warburg Pincus-backed RegionalCare Hospital Partners Inc. valued at about $260 million, sources said.
The sale price equates to more than 8 times Ebitda, these sources said. Nashville-based Essent, which owns and operates three acute-care hospitals in Sharon, Conn.; Waynesburg, Pa.; and Paris, Texas; has between $25 million and $30 million of trailing 12-month Ebitda, these sources said.
The sale comes some three years after the sponsors first tried selling it just before the financial crisis hit. Vestar stands to make an attractive return on its $70 million investment. Both sponsors declined to comment on the transaction.
Citigroup Global Markets Inc., Morgan Stanley and Deutsche Bank Securities Inc. committed debt financing to RegionalCare. Brentwood, Tenn.-based RegionalCare owns and operates four hospitals in Florence, Ala.; Muscle Shoals, Ala.; Ottumwa, Iowa; and Wilmington, Ohio.
New York-based Warburg Pincus helped launch RegionalCare in 2009 to back two hospital veterans, Martin Rash, the former chairman and CEO of Province Healthcare Co., and its former president and COO, John Rutledge. Their company was acquired for $1.1 billion by Brentwood-based LifePoint Hospitals Inc. in March 2005.
Warburg invested $300 million of equity in RegionalCare in 2009. In April 2011 RegionalCare raised an additional $267 million of equity in a private placement, according to regulatory filings.
Since its formation, RegionalCare has acquired three hospitals operating in rural areas. In April 2010, it bought Ottumwa Regional Health System for an undisclosed price. In June 2010 RegionalCare acquired Coffee Health Group in Florence, Ala., and Clinton Memorial Hospital in Wilmington. Clinton was acquired for about $55 million, according to Moody's Investors Service.
Essent dates to 1999, when Cressey backed W. Hudson Connery, former COO of Health Trust Inc., a hospital operator sold to Columbia/HCA Healthcare Corp. in 1995. Cressey initially invested $50 million in the company.
Connery reportedly envisioned buying small, underperforming hospitals from large systems, but it ended up buying small, rural hospitals instead.
Vestar recapitalized Essent in January 2005, investing $70 million out of its fourth fund. Cressey, then Thoma Cressey Equity Partners, injected an additional $10 million. The capital helped shore up the company's balance sheet and fund the purchase of Christus St. Joseph's Health Systems in Paris, Texas. Essent secured $55 million in senior debt and a $20 million revolver as part of the deal.
The sponsors were hoping to auction off Essent, but the process was derailed when markets soured. Before resuming a process, the sponsors decided that Essent should divest two particular hospitals in Massachusetts. Because Massachusetts is the only U.S. state that mandates universal healthcare, these hospitals would only interest a select group of buyers.
In December Essent found a buyer in Cerberus Capital Management LP-backed Steward Healthcare System LLC. Boston-based Steward, now one of the state's largest hospital networks, bought the 124-bed Merrimack Valley Hospital in Haverhill, Mass., and the 57-bed Nashoba Valley Medical Center in Ayer, Mass., for about $40 million.
Barclays Capital was the exclusive financial adviser to Essent. Kirkland & Ellis LLP's Mike Movsovich, Kester Spindler and Stefanie Wool, along with Pat Gallagher and David Grenker, represented Essent, together with K&L Gates LLP.
Waller Lansden Dortch & Davis LLP and Cleary Gottlieb Steen & Hamilton LLP advised RegionalCare.
Cahill Gordon & Reindel LLP represented each of the banks.
Hospital operators have been attractive targets for private equity over the past two decades, but industry sources expect the pace of investing to accelerate in the next year as many small, independent hospitals increasingly struggle to stay solvent.
Reimbursement rates from the government and providers result in shrinking revenues, and that trend is likely to continue, sources said.
At the same time, healthcare reform requires hospitals to make large investments in technology upgrades, just as traditional sources of funding, such as municipal bond markets, have been dried up.
