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Lupin Ltd — M&A Activity 2023
May 5, 2023
61031_rns_2023-05-05_e1685ca7-5588-49bc-90ed-b7724486e468.pdf
M&A Activity
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May 5, 2023
BSE Limited
Department of Corporate Services, P. J. Towers, Dalal Street, Mumbai Samachar Marg,
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MUMBAI - 400 001.
National Stock Exchange of India Limited
Exchange Plaza, Bandra Kurla Complex, Bandra (East),
MUMBAI - 400 051.
Sub: Disclosure pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’).
Dear Sir/Madam,
In compliance with Regulation 30 read with Schedule III of the Listing Regulations and SEBI Circular CIR/CFD/CMD/4/2015 dated September 9, 2015, we are pleased to inform that the Company has entered into a definitive agreement to acquire the entire share capital of the French pharmaceutical company, Medisol, subject to approval from the French Ministry of Economy and Finance. Particulars are as under: -
- Name of the Acquirer Lupin Atlantis Holding SA, Switzerland (wholly owned subsidiary of Lupin Limited)
| a) | name of the target entity, details in brief such as size,turnover etc.; | Medisol, which was founded in2011,specializesingenericsinjectables and is engaged indeveloping and commercializingits products, in pharmacies andhospitals in France.Revenues in 2022 were EUR 7.3million (estimated). |
|---|---|---|
| b) | whether the acquisition would fall within related partytransaction(s) and whether the promoter/ promotergroup/ group companies have any interest in the entitybeing acquired? If yes, nature of interest and detailsthereof and whether the same is done at ‘arms-length’; | No. |
| c) | industry to which the entity being acquired belongs; | Pharmaceuticals. |
| d) | objects and effects of acquisition (including but not | Withthisacquisition,the |
| limited to, disclosure of reasons for acquisition of target | Company will gain access to | |
| entity, if its business is outside the main line of business of | Medisol’sportfolioofseven | |
| the listed entity); | injectable products across four | |
| therapeutic areas, including pain | ||
| management, anti-inflammatory, | ||
| cardiovasculardiseasesand | ||
| obstetrics. This has synergy with | ||
| Lupin’s injectables portfolio and | ||
| other products. |
...2.
Registered Office: 3[rd] Floor, Kalpataru Inspire, Off W. E. Highway, Santacruz (East), Mumbai - 400 055 India. Tel: (91-22) 6640 2323. Corporate Identity Number: L24100MH1983PLC029442 www.lupin.com
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| - 2 - | ||
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| This acquisition is part of ourstrategy to expand our presencein the EU and accelerate ourInjectables franchise in France.France is the second - largestmarket in Europe for injectableswith a robust growth. | ||
| e) | brief details of any governmental or regulatory approvalsrequired for the acquisition; | Approval from the French Ministryof Economy and Finance isrequired. |
| f) | indicative time period for completion of the acquisition; | July 2023. |
| g) | nature of consideration - whether cash consideration orshare swap and details of the same; | Cash consideration. |
| h) | cost of acquisition or the price at which the shares areacquired; | EUR 18 million (upfront EUR 14.5million plusearn-outsuptoEUR 3.5 million). |
| i) | percentage of shareholding / control acquired and / ornumber of shares acquired; and | Entire share capital of Medisol. |
| j) | brief background about the entity acquired in terms ofproducts/lineofbusinessacquired,dateofincorporation, history of last 3 years turnover, country inwhich the acquired entity has presence and any othersignificant information (in brief). | MedisolisaFrenchpharmaceuticalcompanyheadquarteredinLyon.Itspecialisesingenericsinjectables made in France withingredientsandmaterialssourced in France and theEuropeanUnion.Medisol’srange of products are availableinhospitalsandretailpharmaciesacrossentireFrance.Revenues of Medisol in the lastthree years were: -2020 - EUR 5.3 million2021 - EUR 7.1 million2022 - EUR 7.3 million (estimated). |
The above is for your information and dissemination.
Thanking you,
For LUPIN LIMITED
Digitally signed by Rajvardhan Vishnu Satam DN: c=IN, st=Maharashtra, 2.5.4.20=c19d8ef961d9fa59e973a093a4d3924b2532eb2f496ea7e2abcf74700f5375b7, Rajvardhan Vishnu postalCode=400104, street=2404,SEJAL TOWER,SEJAL PARK,LINK ROAD,GOREGAON WEST,Mumbai,Motilal Nagar,Borivali,Mumbai Suburban, pseudonym=9a4b7cd219ea516ad56e6d651dcbbe5b, title=0191, serialNumber=df8ebe60a88c796663c738ea25bfa0b475d195f726cdb67a2ff09c4242771b2 Satam a, o=Personal, cn=Rajvardhan Vishnu Satam Date: 2023.05.05 17:54:12 +05'30'
R. V. SATAM COMPANY SECRETARY (ACS -11973)
Registered Office: 3[rd] Floor, Kalpataru Inspire, Off W. E. Highway, Santacruz (East), Mumbai - 400 055 India. Tel: (91-22) 6640 2323. Corporate Identity Number: L24100MH1983PLC029442 www.lupin.com