FORT LAUDERDALE, Fla.,
Jan. 10, 2022 /PRNewswire/ -- Convey
Health Solutions Holdings, Inc. (NYSE: CNVY) (Convey), a leading
healthcare technology and services company, announced today that it
entered into a definitive agreement to acquire HealthSmart
International (HealthSmart) for $77.5
million in cash. The transaction is subject to customary
closing conditions, with up to $15
million of additional cash payable if HealthSmart achieves
certain 2022 revenue targets. The acquisition of HealthSmart
(https://www.livehealthsmart.com) will further expand Convey's
mission to provide industry leading solutions and services that
improve health plan operations and elevate the member experience.
The parties expect to close the transaction during the first
quarter of 2022.
HealthSmart's health, wellness and diagnostic products centered
on home-based care will accelerate Convey's capabilities to improve
health outcomes through innovative supplemental benefits. Convey
intends to leverage HealthSmart's product development and supply
chain expertise to introduce additional products and technologies
to enhance the health at home benefit for Medicare Advantage
members.
HealthSmart will support Convey's vision to empower health plans
to excel by delivering a more diverse healthcare product portfolio
to their members while streamlining logistics, resulting in
a better healthcare consumer experience. The acquisition will
combine Convey's best-in-class supplemental benefits administration
technology and services solution with HealthSmart's market leading
abilities as a trusted supplier of quality consumer healthcare
products. Convey will extend the solutions serving the Medicare
Advantage supplemental benefits business through a broader set of
consumer healthcare products and expertise that serves many of the
top health plans in the U.S. today.
"The acquisition of HealthSmart will significantly enhance our
supplemental benefits healthcare offering, as we believe we are
combining our best-in-class technology with a product portfolio to
improve the lives of the health plan members that we serve," said
Stephen Farrell, CEO for Convey. "We
know through our longitudinal study that members with chronic
conditions see better health outcomes when they have access to
high-quality products that allow them to live healthy and
independent lives at home. Importantly, our strong cash flow and
solid balance sheet will allow us to finance this transaction
exclusively with debt and will be immediately accretive to
shareholders upon closing of the transaction."
About Convey Health Solutions | Convey Health
Solutions is a specialized healthcare technology and services
company that is committed to providing clients with
healthcare-specific, compliant member support solutions utilizing
technology, engagement, and analytics. Convey Health Solutions'
administrative solutions for government-sponsored health plans help
to optimize member interactions, ensure compliance, and support
end-to-end Medicare processes. By combining its best-in-class,
built-for-purpose technology platforms with dedicated and flexible
business process solutions, Convey Health Solutions creates better
business results and better healthcare consumer experiences on
behalf of business customers and partners. Convey Health Solutions'
clients include some of the nation's leading health insurance plans
and pharmacy benefit management firms. Their healthcare-focused
teams help several million Americans each year to navigate the
complex Medicare Advantage and Part D landscape. To learn more
about Convey Health Solutions, please visit
www.ConveyHealthSolutions.com.
About HealthSmart | HealthSmart is part of the
Briggs Corporation, a trusted partner to the healthcare industry
for over 65 years. HealthSmart designs, creates and distributes
products that help people live healthier, more independent lives.
HealthSmart's innovative product assortment is designed to
take into consideration both style and function – that's because
HealthSmart wants its customers to feel confident and informed when
it comes to taking care of themselves and their loved ones. The
HealthSmart product portfolio includes respiratory devices,
mobility aids, bath safety items, daily living aids, soft goods and
digital diagnostics. To learn more about HealthSmart, please visit
www.LiveHealthSmart.com.
Forward-Looking Statements
This press release contains "forward-looking statements,"
including statements relating to the proposed purchase by Convey of
all of the outstanding equity of HealthSmart and the combined
financial performance of Convey and HealthSmart. These statements
are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements are neither historical facts nor assurances of future
performance. Instead, they are based on our current beliefs,
expectations, and assumptions regarding the future of our business,
future plans and strategies and other future conditions. Such
forward-looking statements may include, without limitation,
statements about future opportunities for us and our products and
services, our future operations, financial or operating results,
including our 2021 financial guidance, our excitement to continue
leveraging data-driven insights to help new and existing health
plan customers keep improving member outcomes as they become more
focused on value-based care, that our liquidity and modest levels
of debt position us well for both new product development and
strategic M&A initiatives, anticipated business levels, our
ability to create value for our clients and serve their business
objectives, future earnings, planned activities, anticipated
growth, market opportunities and our expectations with respect to
the growth of the markets in which we compete, including the
Medicare Advantage market, trends in the markets in which we
compete, strategies, competitions and other expectations and
targets for future periods. In some cases, you can identify
forward-looking statements because they contain words such as
"anticipate," "believe," "estimate," "expect," "intend," "may,"
"predict," "project," "target," "potential," "seek," "will,"
"would," "could," "should," continue," contemplate," "plan" and
other words and terms of similar meaning. Forward-looking
statements are subject to known and unknown risks and
uncertainties, many of which may be beyond our control. We caution
you that forward-looking statements are not guarantees of future
performance or outcomes and that actual performance and outcomes
may differ materially from those made in or suggested by the
forward-looking statements contained in this press release. In
addition, even if our results of operations, financial condition
and cash flows, and the development of the markets in which we
operate, are consistent with the forward-looking statements
contained in this press release, those results or developments may
not be indicative of results or developments in subsequent periods.
New factors emerge from time to time that may cause our business
not to develop as we expect, and it is not possible for us to
predict all of them. Factors that could cause actual results and
outcomes to differ from those reflected in forward-looking
statements include, among others, the following: our ability to
retain our existing clients or attract new clients; our dependence
on a small number of clients for a substantial portion of our total
revenue; limitations of our clients' growth prospects, and the
failure of the size of the total addressable markets in which we
compete or expect that we may compete in the future to grow at
rates currently expected; increases in labor costs, including due
to changing minimum wage laws, and an overall tightening of the
labor market; an economic downturn or volatility, including as a
result of the ongoing COVID-19 pandemic; developments in the
Medicare Advantage market or the healthcare industry generally,
including with respect to changing laws and regulations; security
breaches, failures or other disruptions of the information
technology systems used in our business operations or by our
vendors; our ability to obtain, maintain, protect and enforce our
intellectual property and proprietary rights; our ability to
operate our business without infringing, misappropriating or
otherwise violating the intellectual property or proprietary rights
of third parties; our substantial indebtedness, and the
restrictions imposed by our indebtedness on our subsidiaries; a
material weakness in our internal control over financial reporting
and a failure to remediate a material weakness, and the
effectiveness of our internal controls over financial reporting;
and the significant influence our principal stockholder, TPG, has
over us. For a further discussion of these and other factors that
could impact our future results, performance or transactions,
including the proposed purchase by Convey of all of the outstanding
equity of HealthSmart, see the section Part II, Item 1A
"Risk Factors" included in our Form 10-Q for the period ended
September 30, 2021 and our other filings with the SEC. Given
these uncertainties, you should not place undue reliance on these
forward-looking statements. It is not possible for us to predict
all risks, nor can we assess the impact of all factors on our
business or the extent to which any factor, or combination of
factors, may cause actual results to differ materially from those
contained in any forward-looking statements we may make. We qualify
all of the forward-looking statements in this press release by
these cautionary statements. Except as required by law, we
undertake no obligation to publicly update any forward-looking
statements, whether as a result of new information, future events
or otherwise.
Media Contact
Tom
Pelegrin
Senior Vice President & Chief Revenue Officer
investorrelations@conveyhs.com
Investors Contact
Kevin
Ellich
ICR Westwicke
ConveyHealthIR@westwicke.com
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SOURCE Convey Health Solutions