Dental Partners was established in 2008, with Abano holding
70% of the shares and a group of minority shareholders,
including Dental Partners CEO, Mike Timoney, Dental
Partners board member, David Garofalo and a number of
founding dentists, holding the remaining 30% interest
through their investment vehicle, Dental Investments
Holdings Limited (DIHL).
The Offer is to acquire all the shares of Dental
Investments Holdings Limited, an Australian incorporated
company. The Offer is unconditional and subject only to
Abano gaining not less than 90% of the shares in DIHL, at
which time it can compulsorily acquire the remaining DIHL
shares. The Offer has the support of the DIHL board
of directors who collectively hold 76.03% of the shares in
The investment by Abano is a logical step to increase its
shareholding in a highly scalable, private payment, growth
business that operates in a very large market. Both
Mike Timoney and David Garofalo, who are directors of both
Dental Partners and DIHL, have advised they will accept the
Offer. Both have committed to staying on in their current
roles within Dental Partners, and will invest NZ$2 million
into new Abano shares, which will be placed with them at
the average market price of the preceding 20 business days
before this announcement.
DIHL holds no other assets aside from the Dental Partners
shareholding, and the Offer is valued at A$14.04
million. It is anticipated that acceptances to the
90% threshold will be obtained by the end of June 2012 and
that the balance of the DIHL shares will be acquired by the
end of July 2012.
Chairman of Abano, Trevor Janes, said: "The Abano Board was
pleased to approve this investment. Dental Partners
is an excellent business and has demonstrated strong and
profitable growth over the past four years. It is now one
of Australia's largest dental consolidators and a
significant revenue and earnings generator for Abano."
Managing director of Abano, Alan Clarke, commented: "We
have enjoyed a very rewarding partnership with Mike and
David, as Dental Partners has grown from concept to a
network of 53 practices, with more than 450 staff, across
Australia, which complements Abano's 64 practices in New
Zealand. We are delighted to not only increase our
holding in this very valuable business, but to retain both
Mike's and David's considerable skills in the next phase of
accelerated growth and development. Their decision to
reinvest into Abano shares is a demonstration of their
personal commitment to both Abano and Dental Partners, and
to our strategy going forward."
Mike Timoney, CEO of Dental Partners, said: "Our vision was
to create Australia's leading dental group by providing a
platform for quality dental teams to excel in patient
care. Our successful partnership with Abano has been
instrumental in achieving this vision and I am delighted to
continue as Dental Partners CEO for the foreseeable future.
The Dental Partners culture, personality and our
established record of growth is set to continue with an
accelerated acquisition programme in place to take
advantage of the enormous potential offered by the A$4.5
billion Australian dental market."
The Offer will bring the Dental Partners' ownership
structure into line with Abano's other New Zealand based
dental business, Lumino The Dentists, opening up
opportunities for a greater level of cross-fertilisation of
ideas, co-operation and experience in both markets.
However, the two businesses will continue to be run
separately under their own management structures,
preserving their individual and unique cultures, identities
The acquisition will be funded through debt. In order to
facilitate this investment and Abano's other growth plans,
the existing Abano ASB banking facility will be increased
from $40 million to $50 million.