DGAP-Ad-hoc: Medios AG / Key word(s): Takeover/Capital Increase
Medios acquires NewCo Pharma Group
Berlin, November 25, 2021 - Medios AG ("Medios") has today entered into an agreement to acquire NewCo Pharma GmbH. The NewCo Pharma Group is a national network with five regional compounding facilities and wholesale with a focus on northern, western and southern Germany. It focuses on the manufacturing of patient-specific infusion solutions on behalf of specialized pharmacies.
This enables Medios to significantly expand its business activities in the segment of patient-specific therapies throughout Germany. The consolidated revenue of the NewCo Pharma Group grew from around €91 million to around €153 million from 2016 to 2020. Patient-specific therapies accounted for over 75% of revenue in 2020, and the Group's EBITDA margin was 8.6%. For the 2021 financial year, the NewCo Pharma Group expects a further increase in revenue and earnings. Medios' goal is to generate revenues of more than €1.5 billion together with the NewCo Pharma Group in 2022 and to increase profit margins to well above 3%. The Medios Group intends to announce its concrete outlook for 2022 when it publishes its figures for the 2021 financial year in the first quarter of 2022.
The purchase price consists, on the one hand, of 924,233 new Medios shares to be issued, which will be created through a capital increase against contributions in kind from authorized capital and will be subject to a staggered lock-up period of 12 months (50%) and 24 months (50%). On the other hand, a cash amount of provisionally €85.2 million will be paid as purchase price. The final cash amount will be determined on the basis of a balance sheet to be prepared as of the balance sheet date and may therefore differ from the preliminary cash amount.
The implementation of the acquisition is subject to the usual closing conditions, in particular the approval by the German Federal Cartel Office. The closing of the transaction is planned for the first quarter of 2022.
In order to secure the financing of the cash purchase price component, Medios has secured a credit line of €60 million with a short term at market conditions.
However, Medios is considering taking out alternative financing if market conditions are good enough and generating the funds for the cash purchase price component, if necessary, through a short-term private placement of new shares from authorized capital excluding shareholders' subscription rights. Medios is in exchange with banks on this.
Notifying person: Matthias Gaertner, Chief Executive Officer (CEO) of Medios AG
1 EBITDA is defined as net earnings before interest, income taxes, depreciation and amortization. EBITDA pre is adjusted for extraordinary expenses for stock options, M&A activities and amortization of the customer base.
Information and Explanation of the Issuer to this News:
About Medios AG
Medios AG is Germany's first listed Specialty Pharma company. The shares (ISIN: DE000A1MMCC8) are listed on the Regulated Market of the Frankfurt Stock Exchange (Prime Standard).
Cautionary note regarding forward-looking statements/No duty to update
25-Nov-2021 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
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|Listed:||Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Dusseldorf|
|EQS News ID:||1251897|
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1251897 25-Nov-2021 CET/CEST