Proposed acquisition of stake in Sanofi Bangladesh

21 January 2021

This announcement contains inside information as stipulated under the UK version of the Market Abuse Regulation 596/2014 which is part of English Law by virtue of the European (Withdrawal) Act 2018, as amended. On publication of this announcement via a regulatory information service, this information is considered to be in the public domain.

BEXIMCO PHARMACEUTICALS LTD.

 Proposed acquisition of a majority stake in Sanofi Bangladesh Limited

Deal in line with strategy to expand core capabilities and product offering

Beximco Pharmaceuticals Limited ("Beximco Pharma" or "the Company", or "the Group"; AIM Symbol: BXP, LEI No.: 213800IMBBD6TIOQGB56), the fast-growing manufacturer of generic pharmaceutical products and active pharmaceutical ingredients, announces it has entered into a binding commitment with Sanofi group regarding the acquisition of a majority stake in Sanofi Bangladesh Limited ("Sanofi Bangladesh") for a base-price consideration of circa £35.5 million, to be adjusted as set out below (the "Proposed Transaction"). The Proposed Transaction is subject to approval by the Foreign Exchange Investment Department of Bangladesh Bank and completing the Share Purchase Agreement.

Highlights

·      Expands the Company's product offering and reinforces its strategy to diversify into new and expanding specialty therapy areas

·    Strengthens Beximco Pharma's position as a leading pharmaceutical company in Bangladesh with the addition of an established business in the domestic market with a reputation for high-quality products

·      Proposed acquisition is expected to be earnings accretive on completion

Sanofi Bangladesh

Sanofi Bangladesh is part of the wider group, Sanofi S.A. ("Sanofi"), a global biopharmaceutical company focused on human health. The operations in Bangladesh were established in 1958 as part of the British chemical company, May & Baker. Following a series of mergers, it became known as Sanofi-Aventis in 2004, before being renamed in 2013 as Sanofi Bangladesh Limited.

Sanofi Bangladesh's state-of-the-art manufacturing facilities, including a PIC/S certifiable manufacturing facility for the leading antibiotic, cephalosporin, are spread over c25 acres of land, located near Beximco Pharma's manufacturing facility in Tongi. Sanofi Bangladesh has over 800 employees and produces approximately 100 branded generic products, predominately for the local market. Sanofi Bangladesh has a strong presence in cardiology, diabetes, oncology, dermatology and CNS. Sanofi also supplies its global brands of vaccines, insulins and chemotherapy drugs to Bangladesh through direct imports, which the Group will continue to distribute following the completion of the Proposed Transaction.

In the year ended 31 December 2019 (the last audited accounts prepared by Sanofi Bangladesh), Sanofi Bangladesh generated revenue of Taka 3.8795 billion (approximately £33.6 million), profit before tax of Taka 497.9 million (approximately £4.3 million) and had gross assets of Taka 6.0932 billion (approximately £56.1m).

Acquisition rationale

Sanofi Bangladesh is a strong strategic fit for Beximco Pharma, with the potential to generate opportunities for long-term value creation for both companies, providing a strong foundation for sustainable growth, as well as enhancing the Company's corporate reputation within the global territories it operates.

The Proposed Transaction would enhance and accelerate Beximco Pharma's strategy to consolidate its position as a leading pharmaceutical company in Bangladesh by expanding its core capabilities and product offering for the local market. The total pharma market in Bangladesh is worth $2.6bn with 97% of total demand met by local manufacturers. Sanofi Bangladesh has a wide range of high-quality brands, including in insulins, oncology, dermatology and vaccines, which Beximco Pharma has identified as key growth areas. The addition of Sanofi Bangladesh's balanced and growing portfolio, including opportunities to introduce Sanofi's future global brands, to Beximco Pharma's existing portfolio would drive future growth of the business by expanding its addressable market, as well as reinforcing the Company's commitment to ensure access to breakthrough therapies and affordable medicines.

The Proposed Transaction

The Proposed Transaction is for a total of 1,963,241 shares, representing approximately 54.6% of Sanofi Bangladesh's total share capital. Beximco Pharma was selected as the preferred bidder in a competitive process. The remaining 45.4% shares in Sanofi Bangladesh is owned by the Government of Bangladesh through Bangladesh Chemical Industries Corporation (approximately 20.0%) and the Ministry of Industries (approximately 25.4%).

The base-price consideration of £35.5 million is subject to deduction for the net financial debt and adjustments for short/excess over an agreed normative working capital at the closing date. The final consideration, which may be up to a maximum of £40 million, would be paid in cash on completion of the Proposed Transaction, from a combination of the Company's own cash resources and additional debt. It is anticipated that the Proposed Transaction will be completed within the next three to nine months.

If the Proposed Transaction is not approved by the Foreign Exchange Investment Department of Bangladesh Bank, or has not completed by 20 October 2021, Sanofi would be able to withdraw, in which case the Company's commitment would lapse and the Proposed Transaction would not proceed.

Further announcements will be made by the Company as appropriate.

Beximco Pharma Managing Director, Mr Nazmul Hassan MP, commented:

"We are delighted to announce our intention to acquire a majority stake in Sanofi Bangladesh. If approved, it will be the second strategic acquisition in the Company's history, following that of Nuvista Pharma Limited in 2018, and is testament to our continued commitment to delivering affordable treatments and breakthrough therapies to the growing market in Bangladesh. Sanofi Bangladesh has an established reputation for high quality products, with the acquisition expanding and strengthening our position in key therapeutic areas to drive sustainable revenue and profit growth."

For further information please visit www.beximcopharma.com or enquire to: 

About Beximco Pharmaceuticals Limited

Beximco Pharma is a leading manufacturer and exporter of medicines based in Bangladesh. Since its inception in 1976, the Company remains committed to health and wellbeing of people across all the continents by providing access to contemporary medicines. Company's broad portfolio of generics encompasses diverse delivery systems such as tablets, capsules, liquids, semi-solids, intravenous fluids, metered dose inhalers, dry powder inhalers, sterile ophthalmic drops, insulins, prefilled syringes, injectables, nebuliser solutions, oral soluble films etc. The Company also undertakes contract manufacturing for multinational and leading global generic pharmaceutical companies.

Beximco Pharma′s state-of-the-art manufacturing facilities are certified by global regulatory authorities of USA, Europe, Australia, Canada, GCC and Latin America, among others and it has a geographic footprint in more than 50 countries. More than 5,500 employees are driving the company towards achieving its aspiration to be among the most admired companies in the world.