June 06, 2023 | Health Care | Europe | Ended

Dechra / EQT, ADIA: Deal Insights

Veterinary pharmaceuticals company Dechra Pharmaceuticals (“Dechra”) signed a definitive agreement on 2-Jun-23 to be taken over by Swedish private equity firm EQT and Luxinva SA, a subsidiary of the Abu Dhabi Investment Authority (ADIA), for £4.5bn, in one of the biggest UK public-to-private transactions this year. The buyout will be structured as a UK scheme of arrangement, at 3,875p per share, and the consideration is for all intents and purposes cum-dividend whereby EQT has reserved the right to reduce the consideration for any distributions. The price represents a 44.1% premium to the target’s 2,690p closing price on 12-Apr-23, before talks were made public. EQT had reportedly made a series of unsolicited approaches, culminating in a proposal on 3-Apr-23, which prompted the sponsor to be granted due diligence access. The bidders then tabled a proposal at 4,070p per share, which was made public on 13-Apr-23, triggering a put-up-or-shut-up deadline of 11-May-23 that was extended to 2-Jun-23. The agreed offer price is less than what the bidders offered in April most likely due to a profit warning issued by Dechra on 22-May-23. The takeover is conditional on 75% of Dechra shareholders backing the proposal at an EGM and ...

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