Winner: Hapvida Gndi Merger
The merger of Hapvida and Grupo Notre Dame Intermédica (GNDI), which closed in February
2022, helped create Brazil’s largest company in one of the country’s most dynamic sectors. The
new healthcare group boasts more than 13.5 million policyholders and combined net revenue
of almost R$24 billion in 2021.
The merger, which wins the award for Domestic M&A Deal of the Year, was expected to create
over R$1.4 billion in synergy gains through 2024, as both businesses complemented each other
in Brazil’s highly competitive private healthcare market.
At the time the transaction closed, GNDI had a network of hospitals and clinics in 5 Brazilian
states, while Hapvida was present in 15. The two networks only overlapped in three of them –
São Paulo, Minas Gerais and Santa Catarina.
The merged company now has access to states that concentrate 87% of all consumers of
private health services in the country.
The new company had a market value of R$110.5 billion after the merger, according to Citi,
which advised GNDI on the transaction. Hapvida’s main shareholders, the Pinheiro family,
which owned 70% of the company, ended up with 37.8% of the capital. GNDI’s main
shareholder, BainCapital, which had an 11.2% of the firm, now has 5.2% of the new company.
“We are building a new future company. And what we want is that this future company is not
just an addition of GNDI and Hapvida, but a collection of the best practices of each one of the
companies,” says Marcelo Moreira, the vice-president of Integration and Investor Relations,
during the presentation of Hapvida’s Q3 results.
With a portfolio of 84 hospitals, 75 emergency rooms, 280 clinics and 250 clinical labs,
Hapvida GNDI is in a more favorable position to keep growing in the Brazilian healthcare
market, despite a recent decline in stock value.
In a report published in January, BTG Pactual noted that Hapvida GNDI is in a good position
to take advantage of a 9% price increase allowed by the government to individual health plans,
which will take place in May.
“Hapvida is the operator with the largest exposition to individual health plans, which account
for 18% of its members, and more than 25% of its net revenues,” BTG wrote. “The new
round of price increases should contribute for its return to historical profitability levels.” LF
Financial Advisors to GNDI: Citi; J.P. Morgan
Financial Advisors to Hapvida: BTG Pactual; Itaú BBA
Legal Advisors to GNDI: Barbosa Mello; Lefosse; Mattos Filho; Souza, Mello e Torres
Legal Advisors to Hapvida: Madrona; Pinheiro Neto
All supporting financial institutions and law firms were transmitted to LatinFinance by the
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