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Cegedim

Regulatory Filings Oct 20, 2014

1189_iss_2014-10-20_564726f7-c77f-4c1c-85d2-e07e3c835131.pdf

Regulatory Filings

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SA au capital de 13 336 506,43 euros R. C. S. Nanterre B 350 422 622 www.cegedim.com

Cegedim: execution of the definitive purchase agreement for its CRM and Strategic Data division

  • The total selling price is €385 million(1)
  • The proceeds will be used to repay debt
  • The transaction with IMS Health Inc. is expected to close in early 2015

Paris, October 20, 2014Cegedim, a global technology and services company specializing in the healthcare field, today announced that a definitive purchase agreement has been executed for its CRM and Strategic Data division with IMS Health Inc. for a cash price of €385 million(1) .

The signing comes after the group successfully informed and consulted its works councils, receiving a positive opinion from all countries where the consultations were required; and after a unanimously positive vote from the Cegedim Board of Directors.

On October 1st, 2014, the AMF confirmed that the contemplated transaction did not justify a compulsory buyout offer under Article 236-6 of its General Regulations. The activities concerned represent 47% of 2013 revenue (excluding intra-Group revenue), 42.8% of 2013 EBIT before special items, and 40.8% of 2013 EBITDA

The operation will now be submitted to antitrust authorities for review, and it is anticipated that the closing will occur in early 2015.

The proceeds will be used to repay debt, thus reinforcing the Cegedim balance sheet and P&L statement, resulting in a leverage ratio close to 1 and margin improvement based on 2013 pro forma figures. The transaction will, however, lead Cegedim to recognize, between the end of 2014 and the effective time of the sale, an accounting loss of approximately €180 million, with no impact on the Group's cash.

This transaction will allow Cegedim to refocus on software and databases for healthcare professionals and health insurance companies, and on its fast-growing multi-industry activities such as e-business, e-collaboration and outsourced payroll and HR management.

"By leveraging its key strengths, notably its efficient and motived teams, maintaining its investment and adapting its products to new requirements, Cegedim aims to remain a leader in its field" said Jean-Claude Labrune, Cegedim Chairman & CEO.

The Group will again be in a quiet period immediately after the conference call held on Monday, October 20th , at 6:00pm CET, and will remain so until the Q3 2014 revenue release.

(1) On a cash-free, debt-free basis, subject to certain adjustments based on the Group's net debt at the date of completion, changes in net working capital and 2014 CRM and strategic data division revenue.

The Group will hold a conference call in English on October 20th, 2014, at 6:00pm CET.

The call will be hosted by Jan Eryk Umiastowski, Cegedim Chief Investment Officer and Head of Investor Relations.

A presentation will be available on the website: http://www.cegedim.com/finance/documentation/Pages/presentations.aspx

Contact numbers: France: +33 (0)1 70 77 09 39

US : +1 866 907 5923 UK and others: +44 (0)20 3367 9459 No Access code required

October 28, 2014 (after the stock market closes)

• Q3 2014 Revenue announcement

November 27, 2014 (after the stock market closes)

• Q3 2014 Results announcement

December 16, 2014 - 2:30 pm to 5:30 pm (welcome coffee at 2:00 pm)

• 5th Investor Summit (Cegedim Auditorium, 17 rue de l'Ancienne Mairie, Boulogne-Billancourt France)

About Cegedim : Founded in 1969, Cegedim is a global technology and services company specializing in the healthcare field.
Cegedim supplies services, technological tools, specialized software, data flow management services and
databases. Its offerings are targeted notably at healthcare industries, life sciences companies, healthcare
professionals and insurance companies. The world leader in life sciences CRM, Cegedim is also one of the
leading suppliers of strategic healthcare industry data. Cegedim employs 8,000 people in more than 80
countries and generated revenue of €902 million in 2013. Cegedim SA is listed in Paris (EURONEXT: CGM).
To learn more, please visit: www.cegedim.com
And follow Cegedim on Twitter: @CegedimGroup
Contacts : Aude BALLEYDIER
Cegedim
Media Relations
Jan Eryk UMIASTOWSKI
Cegedim
Chief investment Officer
Investor Relations
Guillaume DE CHAMISSO
PRPA Agency
Press Relations
Tel.: +33 (0)1 49 09 68 81
[email protected]
Tel.: +33 (0)1 49 09 33 36
[email protected]
Tel.: +33 (0)1 77 35 60 99
[email protected]

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