LONDON, Jan. 27, 2021 /PRNewswire/ - ADVANZ PHARMA
Corp. Limited ("ADVANZ PHARMA" or "the Company"), a specialty
pharmaceutical company with a strategic focus on complex medicines
in Europe, today announced that
its board of directors has reached an agreement on the terms of a
cash offer, to be made by a subsidiary ("Bidco") of Nordic Capital,
pursuant to which Nordic Capital will acquire the entire issued and
to-be-issued limited voting share capital of ADVANZ PHARMA (the
"Acquisition").
"This offer highlights the value that our employees around the
world have collectively contributed towards building ADVANZ PHARMA
into the strong and diverse company it is today," said Graeme Duncan, Chief Executive Officer of ADVANZ
PHARMA. "In addition, this Acquisition will significantly help the
business through both the capital support, and Nordic Capital's
deep sector expertise. I am very much looking forward to working
with Nordic Capital to deliver our growth targets."
Under the terms of the proposed Acquisition, each ADVANZ PHARMA
shareholder will be entitled to receive $17.26 in cash (the "Cash Offer") in respect of
each ADVANZ PHARMA share. The Acquisition values the entire issued
and to-be-issued limited voting share capital of ADVANZ PHARMA at
approximately $846 million.
As an alternative to the Cash Offer, eligible ADVANZ PHARMA
shareholders may elect for the alternative offer pursuant to which
they would receive unlisted shares in the BidCo structure for each
ADVANZ PHARMA share, which will be issued upon, or shortly
following, the agreement becoming effective.
For further details about the proposed Acquisition, including
closing requirements and additional considerations, please visit
the Investor Relations section of the Company's website
at:
www.advanzpharma.com/investors
About Nordic Capital
Nordic Capital is a leading private equity investor with a
resolute commitment to creating stronger, sustainable businesses.
Established over 30 years ago, Nordic Capital has invested in
excess of €16 billion and its most recent fund (Nordic Capital Fund
X) raised €6.1 billion of investor commitments in 2020.
About ADVANZ PHARMA
ADVANZ PHARMA is a specialty pharmaceutical company with a
strategic focus on complex medicines in Europe. With an agile and experienced team,
including direct sales, marketing and medical capability across
many of Europe's major markets,
the Company supplies, innovates and enhances the critical medicines
patients depend on, ensuring continued patient access and improving
health outcomes.
ADVANZ PHARMA has expertise in the anti-Infectives and
endocrinology therapy areas, along with strong relationships with
hospital decision makers, making it an attractive partner when
commercialising complex medicines in Europe.
ADVANZ PHARMA has an operational headquarters in London, an operations centre of excellence in
Mumbai, commercial affiliates in
North America, Europe, and Australia, and an established global network
of commercial partners throughout the rest of the world.
Notice Regarding Forward-looking Statements and
Information:
This news release includes forward-looking statements and
forward–looking information within the meaning of Canadian
securities laws. Often, but not always, forward–looking information
can be identified by the use of words such as "plans", "is
expected", "expects", "scheduled", "intends", "contemplates",
"anticipates", "believes", "proposes" or variations (including
negative and grammatical variations) of such words and phrases, or
state that certain actions, events or results "may", "could",
"would", "might" or "will" be taken, occur or be achieved. Such
statements and information are based on the current expectations of
ADVANZ PHARMA's management, and are based on assumptions and
subject to risks and uncertainties. Although ADVANZ PHARMA's
management believes that the assumptions underlying these
statements and information are reasonable, they may prove to be
incorrect. The forward–looking events and circumstances discussed
in this news release may not occur by certain dates or at all and
could differ materially as a result of known and unknown risk
factors and uncertainties affecting ADVANZ PHARMA, including risks
associated with ADVANZ PHARMA's securities, increased indebtedness
and leverage, ADVANZ PHARMA's growth, risks associated with the use
of ADVANZ PHARMA's products, the inability to generate cash flows,
revenues and/or stable margins, the inability to repay debt and/or
satisfy future obligations, risks associated with a delay in
releasing ADVANZ PHARMA's financial statements (which could result
in a default under ADVANZ PHARMA's debt agreements and a violation
of applicable laws), ADVANZ PHARMA's outstanding debt, risks
associated with the geographic markets in which ADVANZ PHARMA
operates and/or distributes its products, the pharmaceutical
industry and the regulation thereof, regulatory investigations and
proceedings, the failure to comply with applicable laws, risks
associated with distribution agreements, risks associated with
general economic factors and market conditions, risks associated
with growth and competition, the failure to obtain regulatory
approvals, the equity and debt markets generally, general economic
and stock market conditions, risks associated with fluctuations in
exchange rates (including, without limitation, fluctuations in
currencies), political risks (including changes to political
conditions), risks associated with the United Kingdom's exit from the European Union
(including, without limitation, risks associated with regulatory
changes in the pharmaceutical industry, changes in cross–border
tariff and cost structures and the loss of access to the European
Union global trade markets), risks related to patent infringement
actions, the loss of intellectual property rights, risks and
uncertainties detailed from time to time in ADVANZ PHARMA's filings
with the Canadian Securities Administrators, risks related to the
spread of COVID-19 (including, without limitation, risks associated
with reliance on third party manufacturers and suppliers,
uncertainties relating to its ultimate spread, severity and
duration, and related adverse effects on the economies and
financial markets of many countries), and many other factors beyond
the control of ADVANZ PHARMA. Although ADVANZ PHARMA has attempted
to identify important factors that could cause actual actions,
events or results to differ materially from those described in
forward–looking statements and information, there may be other
factors that cause actions, events or results to differ from those
anticipated, estimated or intended. No forward–looking statement or
information can be guaranteed. Except as required by applicable
securities laws, forward–looking statements and information speak
only as of the date on which they are made and ADVANZ PHARMA
undertakes no obligation to publicly update or revise any
forward–looking statement or information, whether as a result of
new information, future events, or otherwise.
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SOURCE ADVANZ PHARMA Corp.