April 30, 2018
Effingham, Ill. – Heartland Dental, the largest dental support organization in the United States, announced that it has finalized its agreement with KKR. With the agreement, KKR acquires a majority interest in Heartland Dental from Ontario Teachers' Pension Plan and other existing shareholders. KKR made its investment through its Core Investments strategy, which represents capital targeting longer-term opportunities.
"We are excited to finalize this deal and move forward with both KKR and Ontario Teachers' support. This opens up a multitude of opportunities for our company," said Patrick Bauer, President and CEO of Heartland Dental. "It's our vision to be the leader in dentistry. With our ongoing growth, we continue to work toward that goal each day. Ontario Teachers' support and guidance over the past 5 years has helped the Company lead the way in dentistry. With KKR's proven experience, expertise and resources this only adds another layer of benefit to what we seek to accomplish."
Under the terms, Ontario Teachers' will retain sizeable ownership and will continue as a significant partner to the company. Mr. Bauer, along with Heartland Dental's Founder and Executive Chairman, Dr. Rick Workman, Heartland's executive leadership team, as well as supported dentists and employees will remain significant shareholders. In connection with the KKR agreement, Heartland Dental also recently completed a debt offering which improved its financial flexibility.
"We look forward to our new partnership with the Heartland Dental team. We are excited to back the Company in its mission of building the premier dental support organization and supporting dentists in providing the highest quality dental care to communities across the country," said Jim Momtazee, Member of KKR and Head of KKR's Heath Care investment team.
"We are pleased to close this transaction and officially welcome KKR as an ownership partner in Heartland Dental," said Jane Rowe, Senior Managing Director, Private Capital at Ontario Teachers' Pension Plan. "It is an honor to work with Dr. Workman and the rest of our supported doctor partners, and we look forward to our continued partnership with Heartland Dental alongside KKR."
Founded in 1997, Heartland Dental provides non-clinical administrative services to supported dental offices representing a network of over 1,300 dentists. Today, the company boasts a workforce of 11,000 team members in more than 850 supported dental practices across 35 states. Supported practice annual revenues stood at an estimated $1.3 billion at the close of 2017, which is a 126 percent increase in the five years since Ontario Teachers' acquired its majority stake.
"With this agreement, Heartland Dental will still remain doctor-led and focused on our mission of supporting dentists as they best serve their communities. Our leadership team will remain fully intact." added Dr. Workman. "KKR and Ontario Teachers firmly believe, as do we, that Heartland Dental is prepared and capable of accelerating our growth rate. They are fully aligned with our culture and values."
Jefferies LLC acted as exclusive financial advisor. Weil, Gotshal & Manges LLP and Ropes & Gray LLP acted as legal advisors to Heartland Dental. Simpson Thacher & Bartlett LLP served as legal counsel to KKR. Fully committed debt financing will be provided by Jefferies, LLC and KKR Capital Markets.
About Heartland Dental
Heartland Dental is the largest dental support organization in the United States with more than 850 supported dental offices located in 35 states. Based in Effingham, Illinois and founded by Rick Workman, DMD, Heartland Dental offers supported dentists and team members continuing professional education and leadership training, along with a variety of non-clinical administrative services including staffing, human relations, procurement, administration, financial, marketing, and information technology. For more information, visit www.Heartland.com. Follow Heartland Dental on Facebook, Twitter and LinkedIn. Visit Dr. Workman's Blog, Dentistry Leaders at www.dentistryleaders.com.
KKR is a leading global investment firm that manages multiple alternative asset classes, including private equity, energy, infrastructure, real estate and credit, with strategic manager partnerships that manage hedge funds. KKR aims to generate attractive investment returns for its fund investors by following a patient and disciplined investment approach, employing world-class people, and driving growth and value creation with KKR portfolio companies. KKR invests its own capital alongside the capital it manages for fund investors and provides financing solutions and investment opportunities through its capital markets business. References to KKR's investments may include the activities of its sponsored funds. For additional information about KKR & Co. L.P. (NYSE: KKR), please visit KKR's website at www.kkr.com and on Twitter @KKR_Co.
About Ontario Teachers'
The Ontario Teachers' Pension Plan (Ontario Teachers') invests and administers Canada's largest single-profession pension plan, with $189.5 billion in net assets at December 31, 2017. It holds a diverse global portfolio of assets, approximately 80% of which is managed in-house, and has earned an annualized total fund net return of 9.9% since the Plan's founding in 1990. Ontario Teachers' is an independent organization headquartered in Toronto. Its Asia-Pacific region office is located in Hong Kong and its Europe, Middle East & Africa region office is in London. The defined-benefit pension is fully funded. It serves the province of Ontario's 323,000 active and retired teachers. For more information, visit www.otpp.com and follow us on Twitter @OtppInfo.
Kristi Huller or Cara Kleiman Major