Fullerton Health Corporation Limited (“Fullerton Health” or the “Company”) announced today that it has completed a merger led by RRJ Capital (“RRJ”) involving an equity injection by the private equity firm and a senior loan totalling S$390 million. The merger delivers a stronger balance sheet and a new capital structure which will propel post-pandemic growth opportunities for the pan-Asian healthcare provider.
Singapore-headquartered Fullerton Health said the merger has been legally completed under the laws of Cayman Islands where it is registered, after having received approval by 85.8% of shareholders on 5 May 2022. The merger involved the combination of Fullerton Healthcare Corporation Limited with Fullerton Health and the latter continuing as the surviving entity.
RRJ has subscribed for S$140 million of new ordinary shares in Fullerton Health, while the Company has entered into a senior loan facility agreement for S$250 million with three reputable banks. RRJ’s existing perpetual securities and convertible preference shares have been cancelled and offset against S$180 million worth of new shares issued by Fullerton Health, as well as subordinated debt and cash.
Following the merger, RRJ is now the majority shareholder of the Company. The remaining stakes are held by shareholders, such as Ping An Capital, who have elected to rollover. Founded by the brothers Richard and Charles Ong who have extensive corporate and private equity experience globally, Asia-based RRJ has over US$15 billion of long-term capital under management.
A new nine-member board of directors (“the Board”) will be set up for Fullerton Health, comprising three new directors, Mr. Charles Ong, Ms. Vivian Lam and Mr. Alex Yeung, and the following directors from the previous board: Independent Chairman Mr. Michael Lim, Independent Director Dr. Teh Kok Peng, Group CEO and Executive Director Mr. Ho Kuen Loon (“Mr Ho”), and Directors Mr. Richard Ong, Mr. John Batchelor and Mr. Wang Lin.
David Sin of SIN Capital and two other co-founders, Dr Michael Tan and Dr Daniel Chan will no longer be involved with the Board. The two doctors reached a Settlement Agreement with the Company last month.
The merger will allow the Company to cut borrowings substantially, increase working capital, and have more flexibility to raise funds. Fullerton Health operates in nine markets with a strong presence in Singapore, the Philippines and Indonesia. It owns over 550 facilities and has more than 6,000 employees. Fullerton Health’s revenue crossed S$800 million for the financial year ended 31 December 2021, with healthy EBITDA margin at mid-teens and net profits.
Mr. Michael Lim, said, “The successful merger marks a fresh and exciting new chapter. It positions the Company on a much stronger foundation to implement growth strategies. The pandemic has disrupted the healthcare sector in many ways and opened up opportunities for a proven regional operator such as Fullerton Health to seize them.”
Mr. Lim added, “We welcome Mr. Charles Ong, Ms. Vivian Lam and Mr. Alex Yeung to the Board; we are confident their experience and counsel will bring the Company to greater heights. The new Board, along with RRJ, intend to give their full support to the management team, led by our Group CEO and Executive Director, Mr Ho Kuen Loon, as we navigate the road ahead.”
Mr. Ho said, “The combination of our business operations and track record, along with RRJ’s strong backing, will grant us much greater funding flexibility to manifest our vision to deliver affordable and accessible healthcare for all. We remain committed to serving our clients and patients. We have an ambitious plan to grow Fullerton Health through strengthening our fundamentals, deepening in our core markets in Singapore, the Philippines and Indonesia, expanding into new markets, innovating new service and product lines, as well as digitalization.”
“The merger aligns the interests of all stakeholders who can now work more cohesively to capture the new opportunities in the post-pandemic healthcare sector in the region. This will allow us to fulfil our corporate mission and potential and thereby enhance value for all shareholders,” RRJ’s Richard Ong said.
BofA Securities acted as the sole financial advisor to Fullerton Health.