Carestream Agrees to Sell Dental Digital Business

Carestream Agrees to Sell Dental Digital Business to Clayton, Dubilier & Rice and Hillhouse/CareCapital

Carestream Dental to be Established as Independent Company

[ROCHESTER, N.Y.]—Carestream, working with its parent company, Onex Corporation (TSX: ONEX), has entered into an agreement to sell its dental digital business to funds managed by Clayton, Dubilier & Rice (CD&R), a leading global private investment firm, and CareCapital Advisors Limited (CareCapital), a specialist investment platform focused on dental and consumer health in Asia and part of Hillhouse Capital Management (Hillhouse). The new independent company will be named Carestream Dental.
Carestream’s dental digital business, which provides imaging systems and practice management software for general and specialist dental practices globally, has earned leading positions in attractive, high-growth, oral healthcare markets and is well positioned for continued growth and success. CD&R and CareCapital intend to partner with the Carestream Dental team to build on the company’s leading positions and accelerate growth.

Dental X-ray film and anesthetics are not included in the agreement and will remain with Carestream.
Lisa Ashby, President of Carestream Dental, will become CEO of the new independent company upon the closing of the transaction. “This is a landmark moment for Carestream Dental that positions the company for exciting future growth,” said Ms. Ashby, “With the strong support of our new partners, we look forward to becoming even more effective in serving the dynamic needs of the global oral healthcare industry with innovative products, high quality services and an unwavering commitment to excellence in all that we do.”

“Our investment in Carestream Dental lines up well with CD&R’s strengths executing complex corporate carve-outs where there is meaningful transformation and growth potential,” said CD&R Partner Derek Strum. “We are excited to invest behind a strong employee base and leading global brand in a consistently growing market with technology penetration tailwinds, and to partner with Hillhouse/CareCapital, who owns several dental platforms in China that will help Carestream Dental further capitalize on substantial emerging market growth opportunities.”

Carestream is committed to work with CD&R and Hillhouse/CareCapital to ensure a smooth transition for its dental digital employees and customers. Carestream will focus on the continued success and competitiveness of its remaining business, which include: medical imaging equipment, healthcare IT solutions, medical & dental film, non-destructive testing film and imaging equipment, and precision films and contract coating services. These businesses have earned attractive market positions and generate strong earnings and cash flow, and will benefit from recent investments in innovative technologies and growth initiatives.

“Through their passion, innovation and customer focus, our dental digital employees have built market-leading positions. I’m excited that Lisa and her team will have the opportunity to build an independent leading global oral healthcare company,” said Kevin Hobert, CEO, Carestream. “With innovative new offerings in every segment of our remaining businesses, we look forward to focusing our resources and attention on our significant growth opportunities.”

Subject to regulatory and other approvals, it is anticipated that the sale will close in the third quarter. With respect to France, where the opinion of the works council is mandatory for a project of this kind, Carestream will not undertake a legal obligation to sell the business until the relevant works councils’ consultation has been completed. Additional terms of the transaction were not disclosed. Jeffries Group LLC served as exclusive financial advisor to Carestream.