LONDON, UK: Pfizer Inc. has declared its intention to offload a substantial portion of its shares in Haleon plc. The transaction involves approximately 630 million ordinary shares, including those represented by American Depositary Shares (ADSs), through a dual public offering in the United States and an international offering to qualified investors.
The pricing for this Global Offer will be determined through a bookbuilding process, with the final figures expected to be disclosed by March 19, 2024, upon the bookbuilding’s completion.
Pfizer is set to receive all net proceeds from this Global Offer, which does not involve the sale or issuance of any new securities by Haleon itself. Consequently, Haleon will not benefit financially from the proceeds of this offer.
In a related development, Haleon has confirmed an agreement to repurchase approximately £315 million worth of its ordinary shares from Pfizer. This transaction aligns with the terms of a Share Purchase Deed previously ratified by Haleon’s shareholders and is contingent upon the successful completion of the Global Offer.
Upon finalization of both the Global Offer and the Share Buyback, Pfizer’s stake in Haleon is projected to decrease from 32% to around 24% of the company’s issued ordinary share capital.
The Global Offer is subject to a 90-day lock-up period, with Citigroup and Morgan Stanley acting as the Joint Global Coordinators and Joint Bookrunners. Barclays, J.P. Morgan, and UBS Investment Bank are also participating as Joint Bookrunners.
This offering is being conducted under a shelf registration statement filed by Haleon with the SEC, supplemented by a preliminary prospectus.
According to analysts, Pfizer’s decision to sell a portion of its shares in Haleon is part of a strategic plan to reduce its ownership in a “slow and methodical” manner. The sale of approximately 630 million shares will decrease Pfizer’s stake in Haleon from 32% to about 24%.
This move follows a previous announcement by Pfizer indicating its intention to gradually divest its interest in Haleon, which was formed by merging GSK and Pfizer’s consumer healthcare businesses. The sale is expected to be worth around 2.03 billion pounds, based on Haleon’s closing price prior to the announcement.
Additionally, Haleon plans to repurchase shares worth approximately 315 million pounds from Pfizer, which aligns with their strategy to buy back shares amid strong product demand and progress in debt reduction