Date: 2015-08-28
Type of information: Company acquisition
Acquired company: OTC brands from GSK (UK)
Acquiring company: Perrigo (Ireland)
Amount: €200 million
Terms: * On August 28, 2015, Perrigo announced that it has completed the acquisition of leading OTC brands from GSK in an all cash transaction valued at €200 million. Perrigo continues to expect the acquisition to be immediately accretive to Perrigo's calendar 2015 adjusted earnings per share after the exclusion of estimates for the intangible amortization and transaction-related costs and is not considered material to the previous profit forecast. * On June 2, 2015, Perrigo announced that it has entered into an agreement to acquire a portfolio of well-established over-the-counter brands from GSK Consumer Healthcare, in connection with GSK\'s commitments to the European Commission and other regulators to divest these businesses in the context of the formation of a consumer health joint venture between GSK and Novartis. Perrigo will acquire the following assets in an all-cash transaction in which the purchase price was not disclosed. The acquisition is expected to be immediately accretive to Perrigo\'s calendar 2015 adjusted earnings per share, excluding estimated intangible amortization and transaction-related costs. The transaction has been unanimously approved by the Boards of Directors of Perrigo and GSK, and is expected to close in the third quarter of 2015, pending approval by the European Commission, the Australian Competition and Consumer Commission, and Brazil's Council for Economic Defense, as well as the satisfaction of customary closing conditions.
Details: The portfolio includes well-established European brands in the areas of nicotine replacement therapy, cold and flu, and cold sore management: - GSK\'s NiQuitin nicotine replacement therapy (\"NRT\") business, primarily in the European Economic Area (\"EEA\") and Brazil, and Novartis\'s legacy Australian NRT business, including the Nicotinell brand;
- several assorted OTC brands including Coldrex (cold and flu treatment) across the EEA, and Panodil (pain relief), Nezeril (nasal decongestant), and Nasin (nasal decongestant) in Sweden; and
Novartis\'s legacy cold sore management products primarily in the EEA, marketed under the brand names Vectavir, Pencivir, Fenivir, Fenlips and Vectatone.
Net sales of the acquired brands in 2014 were approximately $110 million(1) and, on a pro forma basis, the acquisition increases Branded Consumer Healthcare\'s 2014 net sales by approximately 8%, while improving the segment\'s adjusted gross and operating margins.
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