US private equity firm Advent International Corp, via AI Garden BV, a new established wholly-owned subsidiary of funds managed by the company, intends to make a recommended public offer of EUR13.25 (USD17.16) per share in cash for Dutch drug distributor Mediq NV (AMS:MEDIQ), the two parties said in a joint statement today.
The offer, which values the target’s capital at EUR775m, is expected to be launched in the fourth quarter of 2012. It represents a premium of 53% over the closing price of Mediq on 21 September and a 47% premium over Mediq’s average closing price for the last three months. Advent said it would fund the deal via a mixture of debt and equity.
The offer was unanimously agreed by the target’s management and supervisory board. In addition, Advent already secured support from shareholders holding 20.2% of the target’s outstanding share capital.
The offer is conditioned upon securing a minimum acceptance level of 95% of Mediq’s issued and outstanding stock. It is also subject to getting regulatory clearance, among other conditions.
For Advent, the planned acquisition is in line with its strategy to invest in high quality businesses. On the other hand, the buyer is expected to provide support and resources to Mediq, which will help it carry out its growth strategy and cope with the challenges in some markets, the pair said.
Advent has employed Deutsche Bank AG (ETR:DBK), Rabobank Group, BNP Paribas SA (EPA:BNP) as financial advisors, Freshfields Bruckhaus Deringer LLP as legal counsel, Marlborough Partners ltd as debt advisor and FTI Consulting Inc (NYSE:FCN) as communications advisor in connection with the offer. ING Bank NV, ABN AMRO Group NV serve as financial advisors, Allen & Overy LLP as legal counsel and Citigate First Financial as communications advisor to Mediq.