Aker ASA : FMC Corporation acquires Epax
Trygg Pharma Group AS (Trygg Pharma), a 50/50 joint venture between Aker BioMarine AS (Aker BioMarine) and private investment firm Lindsay Goldberg, today signed an agreement to sell its omega-3 production business Epax to FMC Corporation (FMC). Aker BioMarine is a fully owned subsidiary of Aker ASA (Aker).
FMC acquired 100% of the shares of Trygg Pharmas wholly-owned subsidiaries, Epax Nutra Holding III AS (Epax Norway) and Epax UK Holding III AS (Epax UK, and together with Epax Norway and subsidiaries Epax). The transaction, valued at approximately USD 345 million, was not subject to any closing conditions and closed simultaneously with the signing of the share purchase agreement.
Epax is a leading producer of bulk marine-based omega-3 high concentrates for use in nutraceutical and pharmaceutical applications. The Business is headquartered in Oslo, Norway and has production sites in Norway and the United Kingdom.
FMC is a diversified chemical company serving agricultural, industrial, environmental and consumer markets globally for more than a century with innovative solutions, applications and quality products. In 2012, FMC had annual sales of approximately USD 3.7 billion. FMC employs approximately 5,700 people throughout the world.
The sale of Epax will allow Trygg Pharma to focus on the development of its pharmaceutical programs, including AKR 963, which is a product candidate for the treatment of severe hypertriglyceridemia. As part of the transaction, Trygg Pharma and FMC entered into a long-term supply agreement, which allows Trygg Pharma secure supply of AKR 963.
Upon closing of the transaction, Aker BioMarine will realise a net, after-tax gain on the sale of approximately NOK 250 million through its share of profit and losses in the 50/50 joint venture. On the same principle, this gain will be recognised in the consolidated financial statements of Aker ASA.
The transaction reveals the underlying values in Trygg Pharma and Aker will reverse NOK 250 million in earlier write-downs related to the value of the Aker BioMarine shares in Aker ASA and holding companies financial statements. The reversal will be recorded for Q2 2013.
The proceeds from the transaction will be used partly to fund the remaining business in Trygg Pharma and partly as dividend to the owners. A total cash consideration of approximately NOK 400 million is expected to Aker ASA in Q3 2013.
Jefferies acted as financial adviser to Trygg Pharma, while BA-HR and Weil, Gotshal & Manges served as legal counsel.
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Mail: marianne.stigset@akerasa.com
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Source: Aker ASA via Thomson Reuters ONE