A majority of Recordati’s board has endorsed a €10.7bn take-private offer from private equity firm CVC Capital Partners and Belgian investment company Groupe Bruxelles Lambert (GBL), although four independent directors opposed the transaction, according to a report by Reuters.
Six of the company’s 10 directors concluded that the €51.29 per share cash offer is fair, while the four independent board members said it does not adequately reflect the Italian pharmaceutical group’s intrinsic value or long-term growth prospects. Despite their objections, the independent directors acknowledged the strategic rationale behind the proposed delisting and the potential advantages of operating as a privately held business.
The proposed acquisition, announced in May, values Recordati at approximately €10.7bn and comes amid increased consolidation across Italy’s pharmaceutical industry. Shares in the Milan-listed company closed at €51.30 on Wednesday, broadly in line with the offer price, and have gained around 5.7% since the beginning of the year.
In recommending the offer, the board highlighted the greater strategic flexibility that private ownership could provide, including the ability to pursue long-term growth initiatives and acquisitions without the pressures associated with public markets.
CVC already controls a holding company that owns a 46.8% stake in Recordati, a position it has held since 2018. Earlier this year, the buyout firm submitted a non-binding proposal to acquire the remaining shares and delist the company.
Founded more than 100 years ago as a family pharmacy in central Italy, Recordati has grown into an international pharmaceutical business focused on primary care, consumer healthcare and treatments for rare diseases.
If completed, the transaction would represent one of the largest PE-backed deals in the European healthcare sector this year, further underlining sponsors’ continued appetite for defensive healthcare assets with long-term growth potential.
