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Gpi

M&A Activity May 28, 2020

4426_iss_2020-05-28_3eda2108-09c8-4772-befb-1c718ceb8c2c.pdf

M&A Activity

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PRESS RELEASE

BLOOD MANAGEMENT, GPI TO ACQUIRE HAEMONETICS' U.S. BLOOD DONOR SOFTWARE ASSETS

The agreement bolsters up Gpi's global proposition, enriching a unique portfolio of offerings to increase Gpi's market share in the Blood Bank and Transfusion sector with comprehensive solutions

  • The transaction substantiates the plan for the acquisition of high-margin software assets and confers strong momentum to Gpi's internationalization efforts, reinforcing its presence in the USA.
  • The assets to be acquired represent total annual Revenues of approximately \$ 11,3 million and an estimated EBITDA margin in the region of 35% based on Gpi deal model assessment.
  • The agreed purchase price is \$ 14 million (USD) in upfront cash and up to \$ 14 million in additional cash consideration contingent on achievement of commercial milestones over the twelve-month period immediately following the closing of the transaction

Trento, 28 May 2020

GPI (GPI: IM), a leading company in IT Solutions and Healthcare and Social Services, listed on the MTA market of Borsa Italiana, and HAEMONETICS CORPORATION (NYSE: HAE), a global medical technology company focused on delivering innovative hematology solutions to drive better patient outcomes, today announced that it has reached an agreement under which Gpi will acquire certain blood donor management software solution assets within the Blood Center business unit of Haemonetics.

Under the terms of the transaction, Haemonetics and its subsidiary Global Med Technologies, Inc. will transfer the intellectual property, customer contracts and certain other assets relating to its ElDorado Donor®, Hemasphere®, Donor Doc®, Donor Doc Phlebotomy®, eDonor®, DonorSpace®, Surround™ and SafeTrace® software products to Gpi.

These products are sold predominantly in the U.S.A. and provide a range of solutions to optimize blood donor collection centers' blood drive planning, donor recruitment and retention, blood collection, component manufacturing and distribution.

Gpi's subsidiary Hemasoft America, acquired two years ago, is an important branch conducting business in the U.S. market and in many countries in Latin America.

The agreed purchase price is \$ 14 million (USD) in upfront cash and up to \$ 14 million in additional cash consideration contingent on achievement of commercial milestones over the twelve-month period immediately following the closing of the transaction.

The assets to be acquired represent total annual Revenues of approximately \$ 11,3 million and an estimated EBITDA margin in the region of 35%, based on Gpi deal model assumptions assessment.

The acquired assets serve more than 100 customers, around 40% of Blood Donors Centers and 5% of Hospitals in the U.S., AABB1 accredited.

The asset acquisition will be financed by means of part of the mini bond issued in December 2019.

The transaction is subject to customary closing conditions and is expected to close in the second quarter of 2020.

Fausto Manzana, President and CEO of Gpi, said: «Our priority is to deliver state-of-the-art technology solutions with a comprehensive approach to cover all aspects of blood transfusion, for maximum traceability, patient safety and high client satisfaction. Gpi will merge the acquired assets with its U.S. based Hemasoft operations, to strengthen the Group's presence in the U.S. by offering a complete portfolio of software and services. We continue to grow and invest in the field of Blood Management Software System. We entered into the market some time ago with the acquisitions of Insiel Mercato, holding almost half of Italy market share, of Hemasoft a Spanish company with a strong international footprint and already operating in the U.S., and of Guyot Walser Informatique that works in 360 hospitals in France. In addition to important customers and contracts in the U.S., the acquisition of Haemonetics' software products, makes it possible to organize a unique portfolio of software solutions to increase Gpi's global market share in the Blood Bank and Transfusion sector, so crucial in the actual pandemic emergency».

Chad Nikel, Haemonetics' President, Global Blood Center, said: «We are committed to reshaping our portfolio for sustainable growth and this sale will enable us to focus on our core capabilities while delivering quality products and services where we bring distinct value. We will continue to invest across our business, execute our customer-centric strategies to strengthen our trajectory and develop innovative medical technologies that meaningfully advance healthcare».

GPI GROUP

Gpi is the partner of reference for software, technologies and services dedicated to health care, social care and public administration. Founded over 30 years ago in Trento, Italy, Gpi has grown thanks to significant investments in M&A (in Italy and abroad) and R&D, carried out in partnership with the main Italian universities and research organizations with the aim of transferring scientific, technological, functional and process know-how applied to the e-health, e-welfare, well-being sectors. Thanks also to the solutions and the specialised expertise passed on from companies who became part of the Gpi ecosystem, the Group has managed to translate emerging needs from health care into cutting-edge technological solutions and new service models capable of optimizing prevention processes, diagnosis and treatment, improving people's quality of life.

The products combine specialist expertise in IT and consultancy and design skills, which allow Gpi to operate in different business areas: Software, Care, Automation, ICT and Pay.

In 2019 the Company delivered consolidated revenues of 241 million Euros, over 5,300 employees and more than 2,200 customers spread over 60 countries.

In 2016 Gpi was listed on Borsa Italiana AIM market and graduated to MTA market in 2018.

ISIN common shares: IT0005221517 - ISIN "Warrant GPI SpA": IT0005221475

Press release at www.Gpi.it and

1 American Association of Blood Banks

CONTACTS

Investor Relations

GPI | Fabrizio Redavid, Lorenzo Giollo | [email protected] | T: +390461381515 | Via Ragazzi del '99, 13 - 38123 Trento IR Top | Maria Antonietta Pireddu | [email protected] | T: +390245473884 | Via Bigli, 19 - 20121 Milano

Media Relations

GPI | Daniela Filbier, Enrico Orfano| [email protected] | T: +390461381515 | Via Ragazzi del '99, 13 - 38123 Trento IR Top | Domenico Gentile, Antonio Buozzi | [email protected] | T: +390245473884 | Via Bigli, 19 - 20121 Milano

Specialist

Banca Akros | Bruno Mestice | [email protected] | T. +3902434441 | Viale Eginardo, 29 – 20149 Milano

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