Argos Soditic buys Cisbio Bioassays

Management also took a stake in the deal, which saw Cisbio spinning out of listed Belgian healthcare group IBA.

Argos, which specialises in corporate spinouts and other complex sourcing processes, invested via its latest fund, which closed on its €400m hard-cap at the end of 2010. The deal was not leveraged, although it includes a €7.5m vendor loan repayable over a maximum of seven years based on an allocation of 60% of the EBIT above a certain threshold.

IBA will initially receive €16.3m from the sale. Besides the vendor loan, the contract also includes a €1m earn-out based on Cisbio's 2013 consolidated results, as well as a €1.4m earn-out if and when certain long-term receivables are collected (expected in 2015).

The vendor initiated a sale process, run by ING Corporate Finance, around a year ago as it pursued its strategy to divest non-core assets in order to focus on proton therapy and associated technologies.

Argos was able to quickly secure exclusivity on the deal in April this year as the profile of the deal – the carve-out of a division that was not yet autonomous and operating within a complex industry – was only appealing to a small number of potential buyers, Argos partner Gilles Lorang told unquote". The GP then spent the following months performing extensive due diligence processes.

Argos will now aim to support the company's growth, with a particular focus on innovation, the launch of new products and international development. The GP will also spend time developing essential support functions so that the company can start operating as a stand-alone business. Bolt-on acquisitions won't be a prime focus initially but might be considered at a later date, Lorang added.

Company
Based in Codolet, Cisbio develops and markets products used for in-vitro diagnostics and drug discovery. The group also operates facilities in the US and China. It generates a €35m turnover and employs 200 staff.

Cisbio is already reliant on international clients, with 85% of its turnover being generated outside France. Europe makes up 35-40% of its business, with the US accounting for around a third and Asia making up the remainder.

People
Gilles Lorang, Raphael Bazin and Simon Guichard led the deal for Argos Soditic. Berthold Baldus is the CEO of Cisbio.

Advisers
Equity – Kramer Levin Naftalis et Frankel, Christophe Gaschin, Ramona Tudorancea, Severine Gallet, Fabienne Arrighi, Stanislas Marmion (Legal); Taylor Wessing, Laurence Lapeyre, Dalila Mabrouki (Legal); Alcimed, Cyril Duriez, Remi Masson Regnault, Nadege Penhaleux, Nathanaelle Cellier (Commercial due diligence); Axonia Partners, Nicolas Viviano (Corporate finance); KPMG, Olivier Boumendil, Emmanuel Ducrocq (Financial due diligence); Cabinet Arsene Taxand, Franck Chaminade, Emilie Foy, Laurent Mamou, Marion Dervieux (Tax); ACBS, François de Sailly (Insurance due diligence); SCIACI, Christine Rivoalan (Insurance due diligence); Cabinet Regimbeau, Frédérique Faivre-Petit, Nicolas Bouquin (IP due diligence); Voisin Consulting, Sylvie le Gledic, Patrick Larcier (Regulatory due diligence); Vinci IT Partners, Gregory Dubourdieu (IT due diligence).
Vendor – ING Corporate Finance, Stéphane Rouvez (M&A); Linklaters, Arnaud Coibion, Anca Sarbovan (Legal).

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