Healthscope Ltd (ASX: HSO) has announced that it has received a takeover offer from a consortium led by AustralianSuper and BGH Capital for $2.36 cash per share. Healthscope is the second largest private hospital operator in Australia.

Healthscope said that it has received an unsolicited proposal from a consortium of investors to buy all of the shares. Those investors are AustralianSuper, BGH Capital Fund, Carob Investment Private Limited (a subsidiary of GIC (Ventures) Private Limited), Ontario Teachers’ Pension Plan Board and Canada Pension Plan Investment Board.

What’s The Price?

The offer of $2.36 represents a premium of 16% compared to the closing share price of $2.03 on Tuesday. However, this would be reduced by the value of any dividends or distributions that are proposed or paid.

According to Healthscope, AustralianSuper already owns around 14% of Healthscope. The entire consortium owns around 14.5% of the shares according to an ASX announcement by the consortium.

However, the Healthscope proposal will have to tick a number of conditions before it could proceed from the purchaser’s side. Some of the conditions include due diligence and arranging debt financing for the acquisition.

More conditions include each consortium member will need to obtain approval to submit a binding proposal from its investment committee, the necessary regulatory approvals will need to be received and the Healthscope Board will need to unanimously recommend that shareholders vote in favour of the proposed scheme unless a better offer appears.

However, AustralianSuper has said it will vote down any other proposal, according to the AFR.

The consortium also doesn’t want Healthscope to sell any of its important assets, including its Asian pathology business.

The Healthscope Board said it has commenced an assessment of the offer and will keep investors informed of any important developments as required. The Board said that shareholders don’t need to do anything at this stage and confirmed that there is no certainty the offer will result in a takeover.

The private hospital operator has appointed investment bank UBS as its financial adviser and Herbert Smith Freehills as its legal adviser.

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