Bain and Cinven to take Stada private

The offer values the business at €66 per share, consisting of a cash consideration of €65.28 per share plus a dividend of €0.72 per share. This represents a premium of 48.9% in relation to Stada’s unaffected share price. The proposed offer therefore values the equity at €4.1bn and gives the business a total enterprise value of €5.3bn.

The bid comes after Advent International submitted an offer to acquire the company for €58 per share in March 2017. Stada then released a statement extending the bidding process, explaining that the indicative bids fell short of the fundamental value of the business and giving bidders the opportunity to increase their offers.

Cinven will use capital from the Sixth Cinven Fund, which held a final close on its hard-cap of €7bn in June 2016. 

Bain, Cinven and Stada have signed an investment agreement with the full support of the company's management and board. The takeover has a completion threshold of at least 75% of Stada shares and must meet certain conditions such as antitrust clearances.

Company
Established in 1890 and headquartered in Bad Vilbel, near Frankfurt am Main, Stada produces off-patent active pharmaceutical ingredients for generic medicines, representing 58% of the company's sales, and branded products, which account for 40% of revenue.

With 10,000 employees, the company posted €2.12bn in revenues with €377.1m of EBITDA in 2015.

People
Bain Capital Private Equity – Dwight Poler, Michael Siefke (managing directors).
Cinven Partners – Supraj Rajagopalan, Bruno Schick (partners).
Stada Arzneimittel – Matthias Wiedenfels (chair, CEO).

Advisers
Equity- JP Morgan (M&A); Macquarie Capital (M&A); Rothschild (M&A); Kirkland & Ellis International LLP (legal); Barclays (financial due diligence); Citi (financial due diligence); UBS (financial due diligence).

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