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Research: TMT
After launching a Phase 2 investigation into the acquisition of EMIS by United Health in March, the Competition and Markets Authority (CMA) has provisionally cleared the takeover. A further public consultation period runs until 1 September and the CMA’s final report is due by 5 October.
EMIS Group |
CMA provisionally clears takeover of EMIS |
Acquisition update |
Software and comp services |
11 August 2023 |
Share price performance
Business description
Analyst
For the purposes of the Takeover Code, Edison Investment Research is deemed to be connected with EMIS Group. EMIS Group is a research client of Edison Investment Research Limited |
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After launching a Phase 2 investigation into the acquisition of EMIS by United Health in March, the Competition and Markets Authority (CMA) has provisionally cleared the takeover. A further public consultation period runs until 1 September and the CMA’s final report is due by 5 October.
Year end |
Revenue |
PBT* |
Diluted EPS* (p) |
EMIS adjusted diluted EPS** (p) |
DPS |
P/E |
12/19 |
159.5 |
41.0 |
53.5 |
51.1 |
31.2 |
35.8 |
12/20 |
159.5 |
43.4 |
56.4 |
50.4 |
32.0 |
33.9 |
12/21 |
168.2 |
43.5 |
55.0 |
55.5 |
35.2 |
34.7 |
12/22 |
175.4 |
48.1 |
60.9 |
61.2 |
38.7 |
31.4 |
Note: *PBT and EPS are normalised, excluding amortisation of acquired intangibles, exceptional items and share-based payments. **EMIS adjusted EPS – cash accounts for development costs and excludes exceptional items and amortisation of acquired intangibles.
On 17 June 2022, the boards of Bordeaux UK Holdings II (Bidco), an affiliate of Optum Health Solutions (UK), a wholly owned subsidiary of UnitedHealth Group and EMIS announced that they had reached agreement on the terms of a recommended all-cash offer, pursuant to which Bidco will acquire the entire issued and to be issued ordinary share capital of EMIS for 1,925p per share. The acquisition is being implemented by means of a court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006.
After a Phase 1 investigation, on 31 March the CMA referred the deal to a Phase 2 investigation, citing concerns over the risk of substantial lessening of competition in the medicines optimisation (MO) software and population health management (PHM) services markets. Today the CMA published the provisional findings from its Phase 2 investigation. With respect to MO, it found that it would not be commercially beneficial for the merged business to restrict access to EMIS’ electronic patient record system and that such a strategy would likely be unprofitable with any possible gains being limited and capable of being reduced by NHS intervention. With respect to PHM, the CMA found that NHS oversight would prevent the merged business from harming the competitiveness of rivals.
The CMA will consult on its findings, allowing further responses from interested parties by 1 September, and will reach a final decision by 5 October. Bidco and EMIS expect to provide a further update once the CMA has issued its final report.
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