Stephen Saad, Aspen Group chief executive, said, “We are pleased to announce that an agreement has been signed to divest of our Nutritionals Business to French-based Lactalis Group, a leading multinational dairy corporation, for €740m ($860m).
The disposal is in line with our strategic intention to focus our attention on our core pharmaceutical business, which includes the anaesthetics, thrombosis and high potency & cytotoxic portfolios. The heightened focus is expected to drive increased business efficiency and performance.”
Aspen previously announced it had undertaken a strategic review of its Global Nutritionals Business, predominantly in Latin America, Sub-Saharan Africa and Asia Pacific under the S-26, Alula and Infacare brands.
Lactalis’ strategic intent is to develop a global infant nutritional business to complement its existing global product range. Aspen said the transaction is a ‘compelling opportunity for both the transferring Aspen employees as well as the shareholders of both Aspen and Lactalis.’
Sale details
In terms of the transaction, the disposal of the Nutritionals Business will comprise the following elements:
• Intellectual property and any related goodwill presently owned by:
• Aspen Holdings and Pharmacare Limited in respect of the South African and Sub-Saharan Africa Nutritionals Businesses; and
• Aspen Global Incorporated in respect of the Latin American and Asia Pacific Nutritionals Businesses;
• Tangible assets (including plant, leased immovable property, equipment, associated fixed assets and inventory) presently owned by various Aspen Group companies in respect of the South African, Sub-Saharan Africa and Latin American Nutritionals Businesses;
• Product registrations and retail registrations regarding Aspen’s nutritional products;
• Shares in companies conducting Aspen’s Nutritional Business across Asia Pacific (including the acquisition of shares held by joint venture partners in New Zealand and Hong Kong); and
• Transfer of dedicated Nutritionals staff employed within each of the geographical regions.
The Global Nutritional Business contributed ZAR3.091bn ($208m) to group revenue and ZAR512m ($34.5m) to Group segmental contribution profit for the year ended June 30, 2018. The proceeds of €740m from the sale will be reduced by approximately €62m ($72m), which will be utilized to buy out Aspen’s joint venture partners in New Zealand and China.
The balance of the proceeds, after costs and taxes, will be used to reduce Aspen’s gearing, creating greater headroom and capacity.
Conditions and completion
The Transaction is conditional upon the fulfilment of a number of conditions precedent, including: Approval by the Mexican and South African Competition/Anti-Trust authorities; South African Reserve Bank approval to the extent required under the Exchange Control Regulations; New Zealand and Australian foreign investment approvals to the extent required; Signature by Aspen and Lactalis of implementation agreements, including certain regional asset purchase and share purchase agreements with the various Aspen subsidiaries; and signature or renewal of certain transitional service and other incidental agreements, some of which are with third parties.
It is anticipated that the transaction will complete within the next six months.