LONDON, UK: The boards of Vectura Group and Murano Bidco have reached agreement on the terms of a recommended cash acquisition pursuant to which Bidco shall acquire all of the issued and to be issued ordinary shares of Vectura Group.
The acquisition values the entire issued and to be issued ordinary share capital of Vectura at approximately £958 million.
Pursuant to the acquisition, holders of Vectura Shares shall be entitled to receive 155 pence for each Vectura Share and a 19 pence cash dividend for each Vectura Share held on the Interim Dividend Record Date.
Commenting on the Acquisition, Bruno Angelici, Vectura’s chairman said: “Vectura has made strong progress since embarking on its new strategy in 2019 to become a leading inhalation focused CDMO, whilst continuing to deliver strong financial and operational results in its royalties and product supply businesses.
While the Vectura Directors remain confident in the long term fundamentals of the Vectura Group, we believe that this is an attractive offer for Vectura Shareholders, which secures the delivery of future value for Vectura Shareholders in cash today. The offer reflects the quality, strength and long term performance of Vectura’s businesses and its future growth potential. We believe that our people, our clients and our businesses will continue to prosper under the stewardship of Carlyle.”
Commenting on the Acquisition, Simon Dingemans, a Managing Director in Carlyle’s European buyout advisory group said: “We have followed the strategic changes underway at Vectura closely and fully support the focus on building a market leading inhalation specialist CDMO. We believe that under Carlyle’s ownership Vectura will be able to accelerate its transformation significantly with greater access to capital and the support of our long experience in the sector. We look forward to working with Will Downie and his team.”
The Carlyle Group is a global investment firm with deep industry expertise that deploys private capital across three business segments: Global Private Equity, Global Credit and Investment Solutions. With $260 billion of assets under management as of 31 March 2021, Carlyle’s purpose is to invest wisely and create value on behalf of its investors, portfolio companies and the communities in which we live and invest. The Carlyle Group employs more than 1,800 people in 29 offices across five continents.
Bidco is a newly incorporated company registered in England and Wales which was formed for the purposes of the Acquisition. Bidco is indirectly controlled by Carlyle Europe Partners V Fund, a €6.4bn fund raised in 2018 to invest in European opportunities across a range of sectors and industries, which, together with their affiliates, conduct business as “The Carlyle Group”.
Vectura is a public limited company registered in England and Wales. The Vectura Shares are listed on the Official List of the London Stock Exchange.
Vectura is a provider of innovative inhaled drug delivery solutions that enable partners to bring their medicines to patients. With differentiated proprietary technology and pharmaceutical development expertise, Vectura is one of the few companies globally with the device, formulation and development capabilities to deliver a broad range of complex inhaled therapies.
Vectura has thirteen key inhaled and eleven non-inhaled products marketed by partners with global royalty streams, and a diverse partnered portfolio of drugs in clinical development. Its partners include Hikma, Novartis, Sandoz (a division of Novartis AG), Mundipharma, Kyorin, GSK, Bayer, Chiesi, Almirall, and Tianjin KingYork.
Bidco is fully supportive of Vectura’s strategy to become one of the market leading CDMOs in the inhalation segment and appreciates the complexity involved in managing such a transition. Bidco believes that a private market setting would be significantly more conducive to the execution of such a significant strategy shift.
In particular, it would allow Bidco to support Vectura and its management much more effectively by providing them with access to both significant institutional knowledge and experience in relevant areas and greater financial flexibility and capacity than would otherwise be available to Vectura.
Prior to this announcement, consistent with market practice, Bidco has been granted access to Vectura’s senior management for the purposes of confirmatory due diligence. However, Bidco has not yet had access to sufficiently detailed information to formulate specific plans regarding the impact of the Acquisition on the Vectura Group.
Vectura Group PLC
161.00 GBX +39.00 (31.97%)
26 May, 8:08 am GMT+1 · Disclaimer
LON: VEC
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