EQL Pharma – information regarding disclosure notice and mandatory offer from Fårö Capital AB
Fårö Capital AB (“Fårö Capital”), a company controlled by Christer Fåhraeus, board member and CEO of EQL Pharma AB (publ) (“EQL Pharma”), has on March 19th, 2019 through separate press releases published a disclosure notice through which Fårö Capital announces that Fårö Capital has acquired shares so that the limit for a mandatory offer has been achieved; and a cash mandatory offer to the shareholders of EQL Pharma. The board of directors of EQL Pharma will now evaluate the mandatory offer from Fårö Capital.
In the disclosure notice published by Fårö Capital on March 19th, 2019, it is stated that Fårö Capital on March 19th, 2019 has acquired 332,000 shares in EQL Pharma, corresponding to approximately 1.1 percent of the votes and capital of EQL Pharma and that the acquisition was carried out in a block post outside the market through a cash acquisition at a price of SEK 11.35 per share in EQL Pharma. Prior to the acquisition, Fårö Capital held 8,387,338 shares, corresponding to approximately 28.9 percent of the votes and capital of EQL Pharma. After the acquisition, Fårö Capital holds approximately 30 percent of the votes and capital of EQL Pharma.
As a result of the acquisition stated in the disclosure notice, Fårö Capital has achieved the limit for a mandatory offer in accordance with the “Takeover rules for certain trading platforms” issued by the Swedish Corporate Governance Board on April 1st, 2018 (the “Takeover Rules”). For this reason, Fårö Capital has on March 19th, 2019 issued a mandatory offer (the “Mandatory Offer”) to the shareholders of EQL Pharma through which the shareholders of EQL Pharma are offered the possibility to transfer all or a part of their shares in EQL Pharma to Fårö Capital for a cash consideration of SEK 12.00 per share. Simultaneously with the announcement of the Mandatory Offer, Fårö Capital has also published an offer document regarding the Mandatory Offer. According to the Mandatory Offer and the offer document, the acceptance period runs from March 22th, 2019 to April 25th, 2019.
The Mandatory Offer and the offer document are available at Sedermera Fondkommission’s website (www.sedermera.se) and at EQL Pharma’s website (www.eqlpharma.com).
Due to that Christer Fåhraeus, board member and CEO of EQL Pharma, controls the bidder Fårö Capital, the special provisions regarding closely related parties in Chapter IV of the Takeover Rules are applicable. EQL Pharma shall thus obtain and publish a valuation opinion (a so called fairness opinion) from an independent expert regarding the Mandatory Offer, no later than two weeks before the expiry of the acceptance period. Christer Fåhraeus will not participate in the board’s handling of the Mandatory Offer.
The board of EQL Pharma intends to revert with its opinion on the Mandatory Offer and the reasons for this opinion together with a valuation opinion in accordance with the above, no later than two weeks before the expiry of the acceptance period.
For further information, please contact:
Chairman of the board EQL Pharma AB
This information is information which EQL Pharma AB (publ) is required to disclose under the EU Market Abuse Regulation. The information was provided by the above contact person for publication on March 20th, 2019.
About EQL Pharma
EQL Pharma is specialized in developing and selling generics, i.e. drugs that are medically equivalent to the original medicines. The company currently markets twelve (12) generics in the Swedish, Danish and Finnish markets. In addition to these, there is a significant pipeline of additional niche generics (generics with little or no competition except for the original) for launch in 2018 and onwards. The business is currently entirely focused on prescription pharmaceuticals in the Nordic region. EQL Pharma is based in Lund, Sweden, employs 8 (7) people and is listed on Spotlight Stock Market (AktieTorget). EQL Pharma also conducts extensive development in cooperation with leading contract manufacturers developers and major pharmaceutical companies in, amongst other countries, India and China.