Coppersmith Presentation to Alere Inc Stockholders
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COPPERSMITH
For over a year, Alere has been seeking to create a joint venture for the worst-performing 40% of Health Management. We
consider this to be poor strategy designed to obfuscate the failings of the Health Management division:
Management has presented no strategic or value accretion rationale for this plan, publicly or privately to Coppersmith
> To the contrary, management acknowledged to Coppersmith that the purpose is removing bad performance from view
Ownership remains 80% effectively, while Alere becomes more entrenched in an increasingly complex ownership structure
Despite this optical illusion, the HM division would continue to dilute the growth and margin of Alere's core diagnostics
▪ The HM overhang will remain, harming valuation and absorbing disproportionate IR as Alere struggles to regain credibility
Alere's HM Plan, Part 1: Joint Venture 40%
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We believe Alere's inability to consummate this joint venture thus far may indicate the lack of merit of such a strategy:
Began over a year ago as "sell or joint venture" by end of 2012; now joint venture with no deadline
Industry sources indicate there is virtually no one interested in the joint venture or a purchase at a positive cash price
we wonder if the proposed JV would require future cash infusion?
▪ HM 2012 cash flow was essentially zero in total²2
▪ Alere has been seeking a JV in HM unsuccessfully since announcing the Matria acquisition in January, 200823
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We believe this strategy was designed to placate frustrated stockholders by hiding past
mistakes off-balance sheet, while further entrenching the connected health strategyView entire presentation