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Mergers and Acquisitions

Date: 2015-11-20

Type of information: Company acquisition

Acquired company: female health care businesses from Famy Care (India), now known as Jai Pharma

Acquiring company: Mylan (USA - PA)

Amount: up to $ 800 million

Terms:

* On November 20, 2015, Mylan announced that its subsidiary, Mylan Laboratories Limited , has successfully completed the acquisition of certain women's healthcare businesses, now known as Jai Pharma, which were spun off from Famy Care Limited . The transaction brings Mylan a broad women's care portfolio, strong technical capabilities and dedicated hormone manufacturing, which, when combined with Mylan's expansive global commercial footprint and supply chain infrastructure, will create a leading women's healthcare franchise. The acquisition is expected to be immediately accretive to Mylan's adjusted diluted earnings per share and Mylan's financial leverage is not materially altered as a result of this transaction.

* On February 2, 2015, Mylan announced that it has, through its Indian subsidiary Mylan Laboratories Limited , signed a definitive agreement to acquire certain female health care businesses from Famy Care Limited , a specialty women's health care company with global leadership in generic oral contraceptive products (OCPs) for $750 million in cash plus additional contingent payments of up to $50 million .
The acquisition is expected to be immediately accretive to Mylan's adjusted diluted earnings per share and growth profile upon closing. The transaction is expected to close in the second half of 2015, subject to regulatory approvals and certain closing conditions. Mylan expects that its financial leverage will not be materially altered as a result of this transaction. Under the proposed transaction structure, Famy Care will spin off its female health care businesses under a court approved scheme of demerger. Post demerger, Mylan will acquire the shares of the new resulting company.
Centerview Partners and Goldman Sachs & Co. are serving as financial advisors to Mylan and Cravath, Swaine & Moore LLP and Luthra & Luthra are acting as legal advisors. Credit Suisse is serving as financial advisor to Famy Care and Covington & Burling LLP and AZB & Partners are acting as legal advisors.

Details:

The acquisition will build on Mylan's existing partnerships with Famy Care in North America , Europe and Australia, and provide Mylan with an enhanced and now vertically integrated platform that will accelerate the company's growth in the important global women's health care space. This transaction especially complements Mylan's pending acquisition of Abbott's non-U.S. developed markets specialty and branded generics business, which also includes a women's health care portfolio and sales and marketing capabilities. Additionally, the acquisition of the Famy Care businesses will make Mylan a hormonal contraceptives leader in high-growth emerging markets around the world. The acquisition is expected to be immediately accretive to Mylan's adjusted diluted earnings per share and growth profile upon closing. The transaction is expected to close in the second half of 2015, subject to regulatory approvals and certain closing conditions.
Famy Care , headquartered in Mumbai, India , offers a comprehensive range of women's health products including oral and injectable contraceptives, intra-uterine devices (IUDs), tubal rings and hormone-replacement therapy products. More than 15% of the world's women using oral contraceptive pills today use a Famy Care product.1 It is the world's largest producer of generic OCPs, with four high quality manufacturing facilities in India , two of which have been approved by the FDA and the European Union . Famy Care is the first generics company to have received prequalification from the World Health Organization for hormonal contraceptives. This manufacturing base represents one of the lowest cost and largest dedicated to OCPs globally, and brings Mylan strong capabilities in OCP cycles, injectables, IUDs and tubal rings.
Famy Care also has strong research and development capabilities in the women's health care segment, including in the development of hormonal and high-potency formulations. The company's R&D and regulatory affairs team, comprising more than 100 professionals, has a strong track record of bringing products to market, with approximately 600 product registrations in approximately 90 countries and a pipeline of more than 200 filings, including more than 100 filings for the developed markets.
Mylan and Famy Care have an exclusive partnership dating to 2008, under which Famy Care develops and supplies OCP products to Mylan for distribution to customers in the U.S. and certain other markets. In the U.S., Famy Care and Mylan have a portfolio of 12 approved products, with abbreviated new drug applications pending FDA approval for 30 products.

Related:

Women health

Is general: Yes