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ASCs Inc.
advises and provides consulting services for surgery and endoscopy center physician-owners on strategic partnering and joint ventures, valuations, and how to obtain premium-priced partnership proposals from ASC corporate partners (ASC management companies) and hospitals.
Sell your surgery center to a corporate partner
or hospital?
If you
are considering selling a portion of your surgery center,
this is a very advantageous time to do so; purchase prices
are attractive and there are over 30 well-qualified and interested
corporate buyers, plus hospitals. Most centers receive multiple
offers from well-capitalized buyers and prices can be leveraged
higher for the sale of either minority or majority interests.
It is impossible to tell how long this "seller's market"
will persist. "Out-of-network" reimbursements are
being phased out and there is continued downward pressure
on facility fees by Medicare and other payers. From time to
time physician-ownership of ASCs has been questioned as a
potential conflict of interest. Hospitals have been buying
ASCs and converting them to HOPDs which charge twice as much
as ASCs do but which is contrary to the original purpose of ASCs
as the high quality, low cost provider.
ASCs Inc. advises successful and turn-around ASCs and endoscopy centers and we facilitate very attractive competitive bids from the leading ASC management companies to obtain the best corporate partner and highest values for our clients. Recently we have been advising clients how to form 3-way partnerships with ASC management companies and hospitals so their centers can benefit from higher-paying hospital contracts while retaining the efficiencies and economies of a surgery center.
The ASC industry has experienced significant acquisition and
merger activity over the past 2 years with a larger percentage
of deals concentrated on high quality (less than 20 percent "out of network") centers than in previous years. ASCs
Inc.'s process of facilitating competitive bids results in attractive
multiples for sellers of high quality ASCs with growth potential.
There are several reasons for this activity and sustained
high multiples.
Top quality centers being offered. More centers that
are doing very well, with high revenues, profits and earnings
before interest, taxes, depreciation and amortization (EBITDA)
margins are being offered for sale. It is not unusual now
to see physician-managed centers that have EBITDA margins
of 25% to 40%, or more. Many centers have added ancillary
services to improve their financial performance. However,
many surgery center owners have seen their profit growth slowing
and would like to take some money off the table. Thus selling
a minority or majority interest to a professional management
company that will help the center continue to improve its
profitability and increase the distributions to the physicians
is attractive.
Diversification opportunity. The nation's recent economic
difficulties and the impact this had on investment assets
such as stocks and real estate have increased an awareness
of the importance of asset allocation. Many surgeons are overweight
in the investments they have in their ASC business and ASC
real estate and realize that selling a portion of these will
help them diversify their assets. This becomes accentuated
for senior physicians who are planning their retirement and
want to make sure their nest egg is adequately diversified.
Timing is important: it is far better to sell an interest
in an ASC well before retiring to avoid significant discounting
of a retiring partner's value to the center.
Increased deal flow. With more successful centers offered
and over 30 companies competing to acquire ASC interests,
many centers are being bombarded with opportunities to sell
a minority or majority share to a corporate partner. There
are many good companies willing to buy minority interests
and this makes a sale more attractive to many physicians as
it allows them to retain a majority interest and thus absolute
control and more of the profits. For groups that want to take
more money off the table, there is strong competition to buy
majority interests as well. Because of the growing number
of companies it has become increasingly difficult for physicians
to make a short list of the best 3-4 companies for them to
solicit. ASCs Inc. will help you select the best companies
for you to partner with and, through our competitive bidding
process, will help you get the highest price. Our clients
typically enjoy ASC values that are significantly higher than
their peers.
High, stable prices. Competition for good quality
centers with growth potential has kept offering prices high.
Multiples for majority interests have been in the 6-7 times
EBITDA (less debt, plus cash) range and higher in CON states.
For minority interests we are seeing offers in the 4-5 times
EBITDA range for centers with significant cash flow and
good growth opportunities. The leading companies have capital
to invest (some with credit lines of $200 million or more)
and, while stricter credit requirements have made buyers
more selective, they remain very interested in high quality
centers. The way to maximize the value of your ASC is to
demonstrate that the current business is sustainable and
that there are real growth opportunities that require corporate
partner expertise, such as improving payor contract terms,
recruiting new users, volume purchasing power, billing and
collections, reducing expenses, etc.
Incentives to sell: Capital gains taxes are anticipated
to rise in future years. This provides a strong incentive
to seek the sale of interests in ASCs prior to the enacting
of new tax laws. The possibility of adverse legislation that
could prohibit or restrict physician referrals to physician-owned
ASCs, which could significantly reduce the value of all ASCs,
is also a factor.
Real estate sales. Many physicians who own their
medical office building/ASC real estate are interested in
further diversification by selling their real estate as
well as their ASC. We have advised and assisted clients
in obtaining very attractive sale/leaseback transactions
with medical real estate investment trusts and private equity
firms. These sales are usually done following the partial
sale of the ASC business, albeit to completely different
buyers. To maximize the value of the real estate it is important
to maximize the rent of the tenants, including the ASC,
as the rent determines the value of the real estate.
I urge you to take advantage of the current advantageous timing
opportunity for selling a portion of your center. The market
for ASCs & ECs will change; it is only a matter of when. ASCs
Inc. has assisted in development, merger, valuation and
acquisition transactions for over 200 physician-owned ASCs,
endoscopy centers and surgical hospitals since 1984. If you
would like to discuss your situation and goals in complete
confidence please call me at 760-751-0250 or e-mail me at
JonVick@ASCs-inc.com.
I am looking forward to discussing how ASCs Inc. can
assist you in achieving your goals.
Sincerely,

Jon
Vick
President, ASCs Inc. |