Kirkland & Ellis has advised private equity investors Bain Capital and Cinven on the successful takeover offer for the German pharmaceutical group Stada. With a total value of EUR5.4 billion, this is the largest buy-out ever realized in the German market.
In a second voluntary public takeover offer, 63.85 per cent of the Stada shares were tendered to Nidda Healthcare Holding AG, the acquiring company of Bain Capital and Cinven. The transfer of shares tendered during the acceptance period will be conducted prior to the Annual General Meeting on 30 August, 2017. Within a further acceptance period of two weeks after publication of the final result, the remaining Stada shareholders may tender their shares until 1 September, 2017. All antitrust approvals have already been granted.
The first takeover offer for Stada failed in June despite unanimous support from Stada’s Executive Board and the Supervisory Board. Bain Capital and Cinven then issued a new takeover offer on 19 July, 2017, in which they offered EUR66.25 per share (EUR65.53 price offer plus EUR0.72 dividend). The offer price thus was EUR0.25 above the original offer; at the same time, the minimum incentive threshold was reduced to 63 per cent.
