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The offer also includes SEK 1,427,010 in cash per convertible with a face amount of SEK 1 million.
Recipharm Chairman Lars Backsell and Recipharm CEO and Board Member Thomas Eldered, who are indirect shareholders of Recipharm, are participating in the offering together with EQT IX. Roar Bidco has thus secured ownership of approximately 25.7 percent of the shares and 74.3 percent of the votes in Recipharm.
The total value of the offer amounts to approximately SEK 17,929 million.
The price of each Series B share in the offering corresponds to a premium of 24.4 percent relative to the volume-weighted average price paid of 176: SEK 87 on December 11, 2020 (which was the last day of negotiation before the publication of this press release);
The premium is 21.5 percent relative to the highest measured closing price since the company traded in 2014 of 181: 00 SEK and 35.2 percent relative to the volume-weighted average price paid of 162 : SEK 70 during the last 30 working days before the announcement of the offer.
Lars Backsell and Thomas Eldered have agreed to add all of their shares in Recipharm to Roar Bidco in connection with the completion of the offering. This means that Roar Bidco controls 25.7 percent of the total number of shares outstanding and 74.3 percent of the votes in Recipharm.
The offer is conditional on an acceptance rate greater than 90 percent.
The board will evaluate the offer.
The Recipharm Board of Directors will evaluate the EQT offer, in which the Chairman of the Board and CEO of Recipharm, Lars Backsell and Thomas Eldered will participate. The statement of the Board will be published no later than two weeks before the end of the acceptance period.
The Recipharm Board of Directors has engaged Carnegie Investment Bank as financial advisor and Vinge as legal advisor in connection with the EQT offering. The Board has also commissioned Öhrling’s PricewaterhouseCoopers to issue an opinion on the offer.
The Board has appointed Anders G Carlberg, a member of the Board, to chair the offering.
“For some time we have had a dialogue about a possible offer from EQT, Backsell and Eldered. The Board will now carefully evaluate the offer and return with its recommendation to shareholders ”, comments Anders G Carlberg.
Recipharm intends to publish its year-end report for 2020, or preliminary financial data for January-December 2020, before the offer acceptance deadline expires. Recipharm will update its financial calendar as soon as a new date is set for the report, it says.
