Date: 2014-11-13
Type of information: Company acquisition
Acquired company: Lusomedicamenta (Portugal)
Acquiring company: Recipharm (Sweden)
Amount: SEK 1.04 billion (€112.3 million)
Terms: * On November 13, 2014, the Swedish pharmaceutical contract development and manufacturing organisation (CDMO), Recipharm has announced the acquisition of Lisbon based CDMO Lusomedicameta Sociedade Técnica Farmacêutica. The transaction values Lusomedicamenta at an enterprise value of € 112.3 million (SEK 1 040 million), which represents an adjusted EBITDA multiple of 8.8 based on LTM September 2014. The preliminary net debt is neglible. The consideration has been paid in a combination of cash and newly issued RECI B shares. This represents € 67.1 million (SEK 621.6 million) in cash and 3 500 000 RECI B shares at a value of € 43.9 million (SEK 406.0 million). A further supplementary payment of € 1.3 million (SEK 12.0 million) will be paid in 2015 subject to the final 2014 performance of Lusomedicamenta. Limited customer overlap and significant export activities from Lusomedicamenta, will give Recipharm access to new markets and customers. Accretive to Recipharm’s profitability and EPS already from Q1 2015. The transaction was financed by already available credit facilities together with the new share issue. The existing management and most of the former owners will continue for the foreseeable future in the company. The Board of Directors has resolved, pursuant to the authorisation granted at the Extraordinary General Meeting held on 11 September 2014, to increase the Company’s share capital by up to SEK 1,750,000 through the issue of up to 3,500,000 new RECI B shares. The new shares may only be subscribed for by the shareholders in Lusomedicamenta with right and obligation of the subscriber to make payment for the shares subscribed for through contribution in kind of 1,600,000 shares in Lusomedicamenta.
Details: Lusomedicament had twelve month revenues and adjusted EBITDA for non-recurring items to end September 2014 of € 50.7 million (SEK 456.3 million) and € 12.7 million (SEK 114.3 million) respectively representing an adjusted margin of 25%. The combined entity will enhance Recipharm’s scale and profitability. Based on LTM September 2014, the combined revenue and EBITDA (pre-Corvette) is SEK 2 725 million and SEK 446 million respectively. Limited customer overlap and significant export activities from Lusomedicamenta, will give Recipharm access to new markets and customers. Lusomedicamenta will contribute to Recipharm’s Intellectual Property (IP) backed manufacturing business as 30% of sales relate to IP rights including own marketing authorisations, mainly in the Portuguese market. The transaction adds several new interesting technologies and niches to Recipharm’s offering such as effervescent solid dose forms and sterile ophthalmic preparations and an own products business in Portugal. A number of distribution agreements in the Portuguese market have been secured with companies such as Boehringer Ingelheim, Gedeon Richter and OM Pharma (Vifor). Lusomedicamenta will increase Recipharm sales by 20 % and EBITDA margin by 32% based on YTD figures September 2014.
Related: Production Manufacturing
