CVC buys Cooper from Charterhouse for €2.2bn

The transaction is subject to workers’ council information and consultation and to the approval of relevant regulatory authorities. Financials were not disclosed.

The deal values the business at €2.2bn, according to a source familiar with the situation, equating to a 14.1x entry multiple. CVC will be investing via CVC Capital Partners VII, which closed on €15.5bn in June 2017, though the firm closed its eighth-generation fund on €21.3bn in July 2020.

CVC teamed up with Vemedia founder Yvan Vindevogel and specialised healthcare fund Avista Capital Partners, as well as Cooper's management team, for the investment.

Successful completion of the sale would see Charterhouse reaping a money multiple of around 3x, returning in excess of €1.2bn to its investors, the source added.

The GP will reinvest in the business as part of the transaction, it said in a statement.

Unquote sister publication Mergermarket reported in mid-February that the selective sale process had moved to the second round, admitting BC Partners, CVC, OTPP and PAI, citing three sources familiar with the matter. PAI had teamed up with OTPP to bid for the business, according to the report.

Cooper was being sold based on EBITDA of €155m. Another option explored would have seen Charterhouse going down the recap route with a minority investor brought onboard, in a transaction similar to that of Curium, a Franco-American provider of nuclear medicine, Mergermarket reported. Rothschild was acting as sell-side adviser on the Cooper sale.

According to Unquote sister publication Debtwire, suitors for the hotly contested asset were considering leverage as high as 7.5x. The debt level was not far off from staple financing from sell-side bank HSBC, which was offering just over 7x through a first and second lien structure, the report added.

Previous funding
Charterhouse bought the pharmaceutical business from investment company Caravelle in 2016, having struck a deal in October 2015. The Cooper transaction was believed to be worth in the region of €700m, according to Unquote coverage at the time.

The transaction marked the first deal for Charterhouse Capital Partners X, which had held a first close on €1.5bn just prior to the investment. The fund ultimately closed on €2.3bn; its current performance stands at 1.7x for a net IRR of 18%.

Since the 2016 investment, Cooper was transformed from a purely French player to a pan-European business, Charterhouse said in a statement. It added that the company has more than doubled in size through a combination of organic growth and targeted M&A activity, with revenues now hitting €496m. This included the strategic acquisition and integration of international consumer health company Vemedia, an OTC branded product portfolio from Sanofi, alongside nine other add-ons.

Company
Founded in 1907, Cooper manufactures and distributes over-the-counter pharmaceuticals, including OTC medicines, dietary supplements and medical devices. The business has a direct presence in seven European markets and 30 export markets.

The company is headquartered in Paris. It generates turnover of €496m, against €215m at the time of the 2016 buyout, and a €155m EBITDA.

People
CVC - Michael Lavrysen, Victor Blanchard (senior managing directors).
Charterhouse - Vincent Pautet (partner).

Advisers
Vendors - Rothschild (M&A).

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• Topics
• Buyouts
• Exits
• France
• Healthcare
• CVC Capital Partners
• Charterhouse Capital Partners
• Secondary buyout