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Press release: Polish Office of Competition and Consumer Protection Approves Acquisition of Nepentes by Sanofi-Aventis
05.07.2010 12:00
On July 1st 2010, the President of the Polish Office of Competition and Consumer Protection (UOKiK) approved a concentration consisting in the acquisition of control over Nepentes S.A. by Sanofi-Aventis Sp. z o.o.
“Now that UOKiK has given its approval, the tender offer announced by Sanofi-Aventis is one step closer to success. Let me remind you that the majority shareholders, holding in aggregate nearly 63% of the Company’s share capital, entered into an investment agreement under which they agreed to sell to Sanofi-Aventis their entire shareholdings in Nepentes,” says Łukasz Butruk, President of Nepentes’ Management Board. “We expect that minority shareholders will take this opportunity to exit at a price which includes a considerable premium relative to the IPO price of December 2007,” he adds.
More information on the Company and its product portfolio is available at www.nepentes.com
UOKiK’s approval was one of the conditions of the public tender offer for 100% of the shares in Nepentes S.A. (a manufacturer of dermocosmetics, prescription and OTC drugs, listed on the Warsaw Stock Exchange) which was announced by Sanofi-Aventis on May 19th.
The other condition of the tender offer is that Sanofi-Aventis must acquire no less than 90% of Nepentes’ total share capital.
Nepentes shares may be tendered by the shareholders from June 10th to August 10th 2010.
“Now that UOKiK has given its approval, the tender offer announced by Sanofi-Aventis is one step closer to success. Let me remind you that the majority shareholders, holding in aggregate nearly 63% of the Company’s share capital, entered into an investment agreement under which they agreed to sell to Sanofi-Aventis their entire shareholdings in Nepentes,” says Łukasz Butruk, President of Nepentes’ Management Board. “We expect that minority shareholders will take this opportunity to exit at a price which includes a considerable premium relative to the IPO price of December 2007,” he adds.
Under an agreement between Sanofi-Aventis Sp. z o.o. (a subsidiary of an international pharmaceutical giant Sanofi-Aventis) and Nepentes S.A., the price at which Nepentes shares are to be acquired from the majority shareholders is PLN 26.00 per share, compared with PLN 28.00 per share offered to the minority shareholders. The tender offer values Nepentes S.A. at PLN 419,889,600 (or EUR 104,998,650).
For editors
Nepentes S.A. is among the most dynamically growing pharmaceutical companies, focusing on delivering to the market innovative formulations and solutions in the area dermatology, paediatrics and cough and cold. It has developed and currently manufactures the Iwostin, Emolium and Propolki brands, which are sold in Poland and in other countries of the CEE region. In addition, the business scope of Nepentes S.A. comprises the introduction and promotion of a number of internationally-recognised pharmaceutical brands in Poland and on other CEE markets of numerous renown international brands, including Sudocrem, neo-angin, Melisana and Marimer. Last year the Company added prescription dermatology drugs to its product portfolio. Nepentes’ production plants, located in Łódź and Chociw, operate their own in-house research and development centre and are listed among the most advanced plants of the type in Central Europe.
September 2007 saw the establishment of two subsidiaries of Nepentes: Nepentes Romania and Nepentes Bulgaria, while in early 2008 Nepentes set up its own sales structures in Lithuania. The Company has also registered subsidiaries in the Czech Republic and Slovakia.
Nepentes S.A. is a public company, listed on the Warsaw Stock Exchange since December 2007. Its principal shareholders are Łukasz Butruk (15.83%), Marek Orłowski (15.85%), MORLUK Sp. z o.o. Spółka komandytowa (31.09%), OFE ING NN Polska (5.01%), and OFE Aviva (5.80%).
More information on the Company and its product portfolio is available at www.nepentes.com
For further information, contact:
Michał Wierzchowski - CC Group
t: +48 22 440 1 440
m: + 48 605 959 539
Magdalena Sidorowicz - Corporate PR Manager Nepentes S.A.
t: +48 22 833 63 94
