F-1/A: Auna S.A. Eyes NYSE Listing with Class A Ordinary Share Offering

Auna S.A., a Luxembourg-based healthcare provider, is planning an initial public offering of its Class A ordinary shares on the New York Stock Exchange.

Summary

• Auna S.A., a healthcare provider incorporated in Luxembourg, is preparing to offer Class A ordinary shares to the public.
• The company has applied to list its Class A shares on the NYSE under the symbol AUNA.
• The initial public offering price is expected to be between US$ and US$ per share.
• The underwriters have been granted an option to purchase up to additional Class A shares within 30 days.
• Upon completion of the offering, Auna S.A. will have two classes of shares: Class A and Class B.
• Class B shares will hold ten votes each, while Class A shares will hold one vote each.
• Enfoca, the controlling shareholder, is expected to own approximately 72.9% of the Class B shares, representing a significant portion of the combined voting power.
• The company is considered an emerging growth company under U.S. federal securities laws, which allows for reduced public company reporting requirements.
• Auna S.A. does not provide any activity as foreseen by the Luxembourg Law of April 5, 1993 in the financial sector, as amended, and the Luxembourg Law of 10 November 2009 on payment services, on the activity of electronic money institution and settlement finality in payment and securities settlement systems and consequently does not have any license with respect to the abovementioned laws and activities.

Sentiment

Score: 6

Explanation: The document presents a mixed sentiment. While it highlights growth and strategic initiatives, it also acknowledges risks, increased indebtedness, and potential conflicts of interest. The sentiment is neutral to slightly positive.

Positives

• The company is seeking to list on a major exchange (NYSE).
• The underwriters have an option to purchase additional shares, indicating potential demand.
• The company qualifies as an emerging growth company, reducing reporting burdens.

Negatives

• Enfoca will maintain significant voting control after the offering, potentially limiting the influence of Class A shareholders.
• The company does not anticipate paying any cash dividends in the foreseeable future.

Risks

• The offering is contingent upon listing on the NYSE, with no assurance of success.
• Enfocas controlling ownership could lead to conflicts of interest.
• The dual-class structure concentrates voting control with Enfoca, limiting other shareholders influence.
• As an emerging growth company, reduced reporting requirements may make the shares less attractive to some investors.

Future Outlook

Auna intends to retain all available funds and future earnings to repay indebtedness and fund business expansion, with no anticipated cash dividends in the foreseeable future.

Industry Context

The announcement highlights Auna's position in the Spanish-speaking Latin American healthcare market, emphasizing its integrated network and focus on under-penetrated regions with deficient public healthcare infrastructure.

Comparison to Industry Standards

• The document compares Auna's EBITDA Margin for the nine months ended September 30, 2023 of 21.5% to that of other Latin American industry players such as Mdica Sur at 23.5%, DASA at 17.4%, Rede dOr at 13.9% and Hapvida at 9.7%, and with the average margins of comparable companies in Asia at 14.4%, Europe at 9.3% and the United States at 6.5%.
• The document compares Auna's gross margin of 37.1% for the nine-month period ended September 30, 2023 to that of other Latin American industry players such as Mdica Sur at 36.4%, DASA at 30.6%, Hapvida at 24.8% and Rede DOr at 23.7% and by comparable companies in Asia averaging 29.6%, the United States at 19.4% and Europe at 15.5%.

Related Party Transactions

• The document mentions management services and consultant fees paid to Enfoca, the controlling shareholder.
• The document mentions that Dr. Pinillos and Dr. Carlos Vallejos, both founders of Auna and current directors, are compensated for their medical services.
• The document mentions that the proceeds from this offering will be used to fund the repayment by our shareholders of their Sponsor Financing.

Stakeholder Impact

• Shareholders: Potential for capital appreciation, but limited dividends in the near future.
• Employees: Continued employment and potential for growth within the company.
• Customers: Improved access to healthcare services and a broader range of plan options.
• Suppliers: Potential for increased business due to Aunas expansion.
• Creditors: Repayment of debt and potential for increased financial stability.

Next Steps

• The company plans to launch oncology plans in Mexico in 2024, leveraging the Dentegra platform.
• Auna intends to expand its HIS to the Auna Colombia and Auna Mexico networks.
• The company will continue to assess opportunities to establish a presence in several of Colombias other major cities.
• Auna will seek to add facilities to its Mexican network that meet its standards of quality in terms of expertise of available medical staff, modern infrastructure that enables efficient operation and ease of access for patients and plan members in terms of location, both organically and inorganically.

Key Dates

Keywords

Auna S.A., IPO, Class A Shares, Healthcare, NYSE, Enfoca, Emerging Growth Company, Luxembourg