MBF Healthcare Acquisition Corp
MBF Healthcare Acquisition — SPAC Merger (February 2008)
30 slides from MBF Healthcare Acquisition's SPAC merger presentation, Feb 8, 2008
Slide 1: Acquisition of Critical Homecare Solutions
DRAFT CONFIDENTIAL MBF Healthcare Acquisition Corp. Acquisition of Critical Homecare Solutions February 8, 2008 Healthcare Acquisition Corp.
Slide 2: Forward Looking Statements
Forward Looking Statements This conference call may include statements regarding anticipated and future developments that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from those contained in forward-
Slide 3: Agenda
Agenda Introductions Transaction Overview Overview of Critical Homecare Solutions Financial Overview Summary Questions & Answers Healthcare Acquisition Corp.
Slide 4: I. Introductions
I. Introductions
Slide 5: Introductions
Introductions Mike B. Fernandez, Chairman & Chief Executive Officer, MBF Healthcare Acquisition Corp. Jorge Rico, Senior Vice President & Chief Operating Officer, MBF Healthcare Acquisition Corp. Bob Cucuel, President & Chief Executive Officer, Critical Homecare Solutions MJ Graves, Chief Financial
Slide 6: II. Transaction Overview
II. Transaction Overview
Slide 7: MBH to Acquire CHS
MBH to Acquire CHS A special purpose acquisition company formed for the purpose of acquiring an operating business in the healthcare industry Primarily focused on investment opportunities in the healthcare industry Investment focus on partnering with companies which: Emphasize growth organically and
Slide 8: Transaction Summary
Transaction Summary Description MBF Healthcare Acquisition Corp. ("MBH") to acquire Critical Homecare Solutions Holdings, Inc. ("CHS") Cash in trust account, third party debt financing $35 million of equity issuance to Kohlberg & Co. LLC, other stockholders of CHS and certain members of CHS senior m
Slide 9: Investment Highlights
Investment Highlights Well Positioned in an Attractive Niche Market 4th largest provider in US home infusion marketplace One of the leading consolidators in the industry Significant geographic footprint and attractive payor mix $4-$6 billion industry with 6-7% annual growth1 Cost containment, demogr
Slide 10: III. Overview of Critical Homecare Solutions
III. Overview of Critical Homecare Solutions
Slide 11: Overview of Critical Homecare Solutions
Overview of Critical Homecare Solutions Healthcare Acquisition Corp. Home Infusion Therapy ~69% of revenues Delivers complex intravenous pharmaceutical products and corresponding clinical support services to patients Focuses on Antibiotic Therapy, Total Parenteral Nutrition, and Enteral Nutrition Op
Slide 12: Investment Thesis
Investment Thesis CHS plans to continue to emphasize the substantial benefits home infusion offers Healthcare Acquisition Corp. Industry Drivers IV Infusion Therapy Medicare Rate Comparison 1 Total Daily Cost of Treatment Percent Savings with Home Care Home Care 73 Outpatient 126 0.42 SNF 240 0.7 Ho
Slide 13: Infusion Market
Infusion Market CHS is one of the 4 largest home infusion providers in a highly fragmented space Market Growth Profile Highly Fragmented Market2 $4-$6 billion industry with 6-7% annual growth1 Includes broad range of therapies to treat acute, chronic and terminal conditions Anti-infectives, Total Pa
Slide 14: Evolution of Critical Homecare Solutions
Evolution of Critical Homecare Solutions Founded in August 2006, CHS has become one of the largest home infusion players by acquiring leading companies in the home infusion space Incorporated in Delaware on August 8, 2006 Started operations with the acquisitions of Specialty Pharma and New England H
Slide 15: Significant Geographic Footprint & Attractive Payor Mix
Significant Geographic Footprint & Attractive Payor Mix CHS has established a significant leading presence in the attractive Northeast, Southeast and Southwest markets and has an attractive payor mix Current Locations Payor Mix Healthcare Acquisition Corp. Managed Care 0.48 Medicare 0.31 Medicaid 0.
Slide 16: Focus on High Value Therapies
Focus on High Value Therapies Healthcare Acquisition Corp. CHS' Tier I therapies comprise over 50% of its revenues and target large market opportunities Therapy Mix Strategy Therapy Market Sizes CHS' Tier I infusion therapies have attractive characteristics Attractive margins Large markets Currently
Slide 17: Company Strategy
Company Strategy Focus on High Value Infusion Therapies Anti-infective Therapy, Total Parenteral Nutrition, and Enteral Nutrition (Tier I) 51% of IV business comprised of these three therapies Market share gains achieved at the local level Relationship business with referral sources Leverage payor r
Slide 18: Growth Strategy
Growth Strategy CHS plans to continue to implement its highly successful business strategy that emphasizes both organic and acquisition growth Organic Growth Strategy Acquisition Growth Strategy Leverage favorable industry trends Focus on high value therapies Broaden services/clinical programs Expan
Slide 19: Highlights of Acquisition Capabilities
Highlights of Acquisition Capabilities Healthcare Acquisition Corp. Deal sourcing Overall industry contacts, knowledge of competitive landscape and premier providers, known as a leading industry consolidator with a network of broker relationships Acquisition criteria Accretive to earnings Location P
Slide 20: Attractive Expansion Opportunities
Attractive Expansion Opportunities Existing Presence and Expansion Opportunities Current Acquisition Pipeline CHS maintains a deep pipeline of attractive acquisitions opportunities to drive its goal of closing four to six deals per year Existing presence Growth areas Existing presence with expansion
Slide 21: IV. Financial Overview
IV. Financial Overview
Slide 22: Strong Financial Performance
Strong Financial Performance CHS has achieved strong growth and profitability through the successful implementation of its business strategy Pro Forma Revenue1 ($ millions) Pro Forma Pre-Corporate EBITDA1,2,3 ($ millions) Pro forma for all acquisitions completed to date Excludes $0.4 million and $4.
Slide 23: Strong Operating Performance: EBITDA Margin
EBITDA Margin Strong Operating Performance Notes: Twelve months ended 12/31/07; post-corporate EBITDA Six months ended 06/30/07 Apria purchased Coram for ~$350 million, approximately 0.7x Coram's 2007E revenue and 15.5x its run-rate EBITDA without synergies; Wall Street Research Management projectio
Slide 24: Financial Summary
Financial Summary 1 The pro forma income statements reflect each acquisition as if it had been completed as of January 1, 2005. Pro forma adjustments have been determined in accordance with the definition provided by the Company's first and second lien secured creditors, which may not conform to the
Slide 25: Estimated Sources and Uses
Estimated Sources and Uses $ in millions Source: Company filings and Company Management Note: Estimated sources and uses as of February 7, 2008. Assumes 100% of shareholders approve the transaction. Estimated SPAC equity excludes unrestricted cash on the balance sheet at close Healthcare Acquisition
Slide 26: Valuation Considerations
Valuation Considerations Healthcare Acquisition Corp. Methodology Valuation Multiples1 Double digit revenue and EBITDA growth Sustainable growth and expanding double digit margins Combination of organic and acquisition growth Favorable industry dynamic with attractive payor mix Upside on the reimbur
Slide 27: V. Summary
V. Summary a
Slide 28: Closing Comments
Closing Comments Acquisition of CHS is the culmination of extensive due diligence conducted by MBH MBH has taken the first step on its promise to acquire a leading company in healthcare services CHS is led by a talented and experienced managed team with a demonstrated ability to grow organically and
Slide 29: VI. Questions & Answers
VI. Questions & Answers
Slide 30: Additional Information & Participants in Solicitation
Additional Information & Participants in Solicitation Additional Information and Where to Find It MBH expects to file a preliminary proxy statement concerning the proposed transaction, which will be subject to review by the Securities and Exchange Commission. MBH stockholders and other interested pe
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