Notice to the Market – Acquisition of Infoway
NOTICE TO THE MARKET
Fortaleza (CE), April 4th 2019 – HAPVIDA PARTICIPAÇÕES E INVESTIMENTOS S.A. (B3: HAPV3 – Company), hereby informs its shareholders and the market in general that, today, through its subsidiary Hapvida Participações em Tecnologia Ltda., signed a quota purchase and Sale agreement of Infoway Tecnologia e Gestão em Saúde Ltda. (“Infoway”), a Healthtech operating in Healthcare BPO (business process outsourcing) throughout North and Northeast regions. Upon completion of the transaction, the Company will hold 75% of a holding company (joint venture) that will hold 100% of Haptech Soluções Inteligentes Ltda. (“Haptech”) and 100% of Infoway. The remaining 25% of the holding will be held by current Infoway shareholders.
The amount related to the acquisition of the equity interest is, initially, R$ 12.5 million, which will be paid within twelve months from the transaction closing date. In addition, the acquisition value may be increased by R$ 7.5 million, totaling R$ 20 million, depending on the performance of the business plan that will be executed during the next five years together with the current shareholders of Infoway (earn out), which, in addition to minority shareholders, will continue to manage the joint venture.
Pursuant to the Company’s bylaws, the approval of this transaction is responsibility of the General
Shareholders’ Meeting (“GSM”), and its execution is one of the conditions precedent to the closing of the
transaction. Therefore, the call notice of the aforementioned GSM will be published in a timely manner,
containing the respective information on the subject.
Infoway works in the development of innovative health technologies, mainly through a technology platform based on artificial intelligence called “Octopus”, in addition to other proprietary software, whose purpose is to bring efficiency to the healthcare management processes. In addition, it holds a portfolio of 550,000 lives in managed plans (for public and private self-management), which, added to Haptech’s portfolio, will total more than 820,000 lives and will enhance company’s performance at the managed plans market of more than 12 million lives.
The acquisition is in line with the Company’s strategy of continuing to be a pioneer in the development of impactful health technologies which will further enhance customer service and the Company’s efficient cost structure.
Bruno Cals de Oliveira
CFO and Investor Relations Director