HONG KONG, CHINA - MediaOutReach - 31 August 2018 - GeneaLimited ("Genea"), Australia'sleading provider of integrated advanced assisted reproductive technology ("ART") services, and a consortium ofinvestors (the "Consortium") led by Aldworth Management ("Aldworth"), Mason GroupHoldings Limited ("Mason Group", stock code: 00273.HK) and We Doctor Holdings Limited ("WeDoctor"), arepleased to announce that the companies have entered into a SchemeImplementation Agreement ("SIA")under which the Consortium will seek to acquire a 89.5% stake in Genea.(collectively, the "Transaction")
From left to right: Mr. Chapman Chan, Managing Director, Strategic & Direct Investmentof Mason Group; Mr. Rowan Ross, Chairman of the Board of Genea; Mr. Ng Kam Ching, Chairman of Aldworth Management; Mr. Joel Chang, Group Chief Operating Officer of Mason Group; Mr. Jeff Chen, Chief Strategy Officer of WeDoctor; Dr. Robert Woolcott, Director of the Board of Genea
Genea isone of the world's leading fertility groups with an outstanding track recordspanning over 30 years. Genea developed technology including culture media andembryo transfer catheters used in more than 600 clinics across 60 countries.Headquartered in Sydney with over 400 employees and operations globally, Geneais the only integrated ART platform, with both services and technology, in theindustry worldwide. Genea offers acomprehensive range of ART services, including in-vitro fertilization ("IVF"),egg and embryo freezing, genetic testing, sperm bank, day surgeries andpathology. Leveraging on its extensive experience andtechnologies, Genea has been engaged by hospitals and clinics in 17 countriesto conduct assessment and improvement projects, including some of the largesthospitals in China.
Through its GeneaBiomedx division, Genea provides technologically advanced medical devices,consumables and software that pioneers concepts of self-learning artificialintelligence in this area of science and which help automate and standardisethe ART process for embryologists and practitioners at IVF labs and fertilityclinics. Since 2015, Genea has been the global innovation partner to globalpharmaceutical company Merck KGaA in ART technology for development andcommercialization of Genea's innovative IVF technologies.
In 2017, Genea Biomedx won two Gold Awards at the19th Annual Medical Design Excellence Awards, one of the mostrespected medical product awards in the world through the successfuldevelopment of Geri, a time-lapse incubator with individually controlledpatient incubator chambers to provide automated cell event tracking for customapplied scoring algorithms for embryo assessment and grading and Gavi, theworld's first instrument to automate key stages of IVF vitrification which isthe process of freezing embryos and eggs for use in later cycles. In July 2018,Genea was the highest ranked healthcare provider named on Australian FinancialReview's Top 100 Most Innovative Companies List.
MasonGroup, Aldworth, and WeDoctor came together inMay 2018 to create Hong Kong's largest IVF clinic group Reproductive HealthcareGroup through merger of two of the largest and most reputable IVF practices inHong Kong. The Transaction signifies a new step forward for the three companiesto venture into markets outside of Hong Kong and significantly expand their IVFtalent pool. While the Hong Kong IVF market remainsa key focus , they are also strategically eyeing a bigger share of thecross-border and outbound Chinese medical tourism market which grewapproximately 40% year over year in 2017 to approximately RMB 1 billion(~US$150.9 million). Leveraging onGenea's strong presence in Australia, New Zealand and Thailand, the Consortiumaim to capture growing outbound Chinese patients by providing them with easyaccess to high quality IVF services overseas, and also further consolidate theIVF technology and service industry in Asia.
Furthermore,through Mason and WeDoctor's sales channels for medical devices andconsumables, Genea can better positionitself to tap into China's booming IVF market. The Transaction is expected tofacilitate the sharing of IVF resources in the region and encourage exchange oftechnology and ideas among some of the brightest minds in the industry. It isthe combined vision of Aldworth Management, Mason Group, WeDoctor and Genea toestablish a world-leading assisted reproductive service provider and innovatorcapable of driving the next stage of industry growth. Moreover, WeDoctor's established network in China will be instrumental toGenea's plan to gain access and offer its innovative and leading IVFtechnologies to the US$2 billion Chinese IVF market, one of the world's largestand fastest growing IVF markets.
The proposed investment also represents an important milestone forWeDoctor in the implementation of its international strategy, further expandingits healthcare platform outside of China and offering overseas medical servicesto its Chinese users.
Tomas Stojanov, Chief Executive Officer of Genea, said: "The Transaction marks animportant next step on the ongoing growth of Genea as one of the world'sleading integrated IVF companies. With the Consortium, Genea is confident ithas the right partners for the next stage of its growth and allows more patientsaccess to our technology and success rates and providing greater opportunitiesfor doctors and staff. The transaction will not impact patient care and thereis no intended change to the Genea business model."
Mr. Jerry Liao, Chairman and CEO of WeDoctor, said, "WeDoctor is poised to advance its strategicinternational expansion through advantageous alliances and investments. We areas enthusiastic about introducing Genea's expertise to our platform and toChina as about extending our transnational reach and connecting Chinese userswith premium overseas medical services. Genea's ART breakthroughs over the last30 years have become the gold standard in the global IVF industry, and itsproven track record will enable us to capture the enormouspotential in China's fast-growing IVF market and further propel WeDoctor's businessdevelopment."
Mr.Jeff Chen, Chief Strategy Officer of WeDoctor, added, "Weare excited about the opportunities and synergies that this transaction canprovide to our business and clients. Genea is Australia's best-in-classfertility service provider with the highest success rate in the market. It isalso the only company in the ART industry that operates an integrated platformfor clinical services, technologies, medical devices, and consumables. With Genea's strong R&D background and uniquedistribution partnership with Merck,a global market leader in fertility drugs with anextensive sales network in over 100 countries, we look forward to itscontribution to the continuing growth of WeDoctor and Mason Group'scomprehensive healthcare ecosystem."
Mr. Joel Chang, Chief Operating Officer of MasonGroup, said, "The Transaction marks another crucial step forthe expansion of Mason Group's footprint as Asia's leading IVF medicalplatform. Following the successful merger of Reproductive Healthcare Limitedand The Women's Clinic in Hong Kong and the establishment of the ReproductiveHealthcare Group, we believe that Genea will be a valuable addition to Mason'smedical service and biotechnology platform in catering for the growing demand for high quality IVF treatmentby medical tourists from China. WeDoctor's strong network and resourcesin China can help Genea grow and expand its fertility and IVF medical deviceand consumable businesses across the AsiaPacific, especially in China."
The SIAdocumenting the Transaction was accepted and recommended by the board of Genea.The SIA contains the terms andconditions on which Genea and the Consortium will be implementing theTransaction. The SIA is subject to conditions precedent including Geneashareholder's approval, Australia's Foreign Investment Review Board approval,court approval and other regulatory approvals. It is anticipated that theTransaction will be complete before the end of this calendar year.
Geneais being advised by CITIC CLSA as financial adviser and King & WoodMallesons as legal counsel. The Consortium is being advised by HWL EbsworthLawyers as legal counsel.
About Genea Group
Genea Group is one of Australia's leading providers forinfertility, IVF and other assisted conception treatment with over 30 years ofexperience. It has operated the IVF clinic business and started to develop abroad range of assisted reproductive technology (ART) devices with a view toestablishing standardization and best practices in the IVF industry. Genea hasbuilt its reputation as a pioneer of fertility treatment backed up by in-houseresearch and technology development. For more information, please visit https://www.genea.com.au/group
About Aldworth Management
Aldworth is an Asianinvestment firm focuses on healthcare and technology opportunities. Aldworthpartners with exceptional management teams and entrepreneurs, take equitypositions in their companies and help build businesses of significant andsustainable value. Aldworth is also an investor in Reproductive HealthcareGroup, a leading IVF clinic group in Hong Kong.
About Mason Group
Mason Group Holdings Limited (stock code: 273.HK) is a Hong Kong-listedhealth and wealth solutions service conglomerate. It principally providescomprehensive financial services in Hong Kong, including financial brokerageservices, leveraged and acquisition financing, asset and wealth managementservices and mortgages business. In addition, the Group provides innovativehealth solutions through its healthcare business, mother-infant-child business,and dairy products manufacturing business. Leveragingits "Health + Wealth" strategy, the healthcare business provides steadycapital and a client based resource that can support the rapid development ofthe Group's financial services business.
We Doctor Holdings Limited("WeDoctor") is China's leading technology-enabled healthcare solutionsplatform, providing seamless online and offline healthcare services as well asintegration of general practitioner and specialist doctors. Founded by JerryLiao and his team in 2010, WeDoctor operates four main business segments,namely, WeDoctor Healthcare, WeDoctor Cloud, WeDoctor Insurance, and WeDoctorPharma.
WeDoctor brings together government,hospitals, doctors, pharmaceutical companies and financial institutions tocreate an innovative and holistic healthcare provision and funding ecosystem.On the WeDoctor platform, there are over 2,700 hospitals, 220,000 leadingdoctors, 15,000 pharmacies and 27 million monthly active users.
Since the establishment of China'slargest appointment registration platform -- Guahao.com, WeDoctor has continuedto transform the healthcare system through technology with the creation of thenation's first Internet hospital - Wuzhen Internet Hospital. It also launchedthe industry's first domestic smart health terminal, and has made significantprogress in the field of smart healthcare with the creation of AI-enabled diagnosis systemsfor both Western and Chinese medicine.