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Afya Limited Announces Closing of the Acquisition of UNIT Alagoas and FITS Jaboatão dos Guararapes

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Afya Limited has completed the acquisition of 100% of Sociedade Educacional e Cultural Sergipe DelRey Ltda. for an enterprise value of R$825 million. The acquisition enhances Afya's portfolio by adding 340 medical school seats, increasing its total to 3,163, with projected annual revenue of R$261 million by 2024. A contingent payment could add R$1.25 million per seat if the Ministry of Education approves additional medical seats by December 2024. This marks Afya's largest acquisition to date, expanding its presence into the Alagoas state and reinforcing its leadership in Brazilian medical education.

Positive
  • Acquisition expands total medical school seats to 3,163, increasing market presence.
  • Projected net revenue of R$261 million in 2024 enhances financial outlook.
  • Largest acquisition in Afya's history, reflecting strategic growth.
  • Entry into Alagoas enhances geographic footprint in Brazil.
Negative
  • Contingent payment of R$1.25 million per seat is dependent on Ministry of Education approval.
  • Initial cash outlay of R$575 million may strain liquidity.

NOVA LIMA, Brazil--(BUSINESS WIRE)-- Afya Limited, or Afya (Nasdaq: AFYA), in addition to the Press Release released by the Company on October 13, 2022, today announced the closing of its acquisition, through its wholly-owned subsidiary Afya Participações S.A., of 100% of the total share capital of Sociedade Educacional e Cultural Sergipe DelRey Ltda. (“DelRey”), that encompasses the operations of Centro Universitário Tiradentes Alagoas (“UNIT Alagoas”) and Faculdade Tiradentes Jaboatão dos Guararapes (“FITS Jaboatão dos Guararapes”). The transaction does not enclose the “UNIT” and “FITS” brands, which will be licensed for Afya during the first year of operation.

The aggregate purchase price (enterprise value) was R$825.0 million before the deduction of Net Debt, of which R$575 million was paid in cash on the date hereof, and R$250 million will be paid in three annual installments, respectively, of R$150 million, R$50 million, and R$50 million, adjusted by the Brazilian interest rate (SELIC). We expected an EV/EBITDA of 5.8x at maturity and post synergies (2024).

The acquisition contributes 340 medical school seats to Afya, increasing Afya’s total medical school seats to 3,163. This translates to 22,774 medical students at maturity. With the acquisition, Afya further consolidates its presence in the Brazilian Northeast, entering a new state in the region.

2024 projected Net Revenue for UNIT Alagoas and FITS Jaboatão dos Guararapes is expected to be R$261 million at full maturity, with medical courses representing 87% of this amount.

There is a contingent payment related to 84 additional seats subject to approval. If the Ministry of Education approves those seats until December 31st 2024, it will result in a potential additional payment of R$1.25 million per seat in UNIT Alagoas. The additional payment will be adjusted by the Brazilian inflation rate (IPCA) between this closing date and the date of its effective payment.

As part of the transaction, and a strategic educational partnership, Afya’s selected digital solutions - such as Medcel, Whitebook, and Medical Harbour -, will be provided free of charge for medical students of UNIT Sergipe and FITS Goiana, campuses not included in the business combination.

“We are very excited and honored to announce the acquisition of premium selected assets from UNIT, which will reinforce our presence in the Northeast region of Brazil and mark our entrance into the state of Alagoas through one of the most respected and best academic quality institutions. This acquisition is a milestone for Afya, representing the largest acquisition in our history. Considering the 340 medical seats from UNIT, we have reached 3,163 seats and reinforced our leadership position in medical education.” said Virgilio Gibbon, Afya’s CEO.

About Afya:

Afya is a leading medical education group in Brazil based on the number of medical school seats, delivering an end-to-end physician-centric ecosystem that serves and empowers students and physicians to transform their ambitions into rewarding lifelong experiences from the moment they join us as medical students through their medical residency preparation, graduation program, continuing medical education activities and offering digital products to help doctors enhance their healthcare services through their whole career.

Investor Relations Contact:

Afya Limited

ir@afya.com.br



Media Contact:

Cíntia Moraes Marin

cintia.marin@afya.com.br

Source: Afya Limited

FAQ

What is the total value of Afya's acquisition of DelRey?

The total value of the acquisition is R$825 million.

How many medical school seats does Afya gain from the acquisition?

Afya gains 340 medical school seats, bringing its total to 3,163.

What is the projected revenue for UNIT Alagoas and FITS by 2024?

The projected net revenue is R$261 million in 2024.

What is the significance of this acquisition for Afya?

This acquisition is Afya's largest to date, reinforcing its leadership in medical education in Brazil.

Are there additional payments related to this acquisition?

Yes, there is a contingent payment of R$1.25 million per seat for 84 additional seats, subject to approval by the Ministry of Education.

Afya Limited

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