Kaneka moves to acquire AB-Biotics in non-hostile takeover bid

By Will Chu

- Last updated on GMT

The founders, executive directors and key shareholders of AB-Biotics, Miquel Angel Bonachera and Sergi Audivert. ©AB-Biotics
The founders, executive directors and key shareholders of AB-Biotics, Miquel Angel Bonachera and Sergi Audivert. ©AB-Biotics
AB-Biotics is the subject of a €38m takeover bid by its largest shareholder Kaneka Europe, who are looking to acquire the remaining 60% of the Spanish probiotic specialists, valuing the firm at €63m.

According to Kaneka, the voluntary takeover bid by the Japanese firm would first “delist its shares from the Alternative Investment Market in Spain (MAB) to avoid any conflict of interest".

The bid, specifically valued at €37.91m, is an amount Kaneka admits it does not currently possess the funding for. However, the firm point out that the reference price of €5 per share places a very high premium on the valuation of AB-Biotics compared to sector competitors.

In a board meeting last Thursday, AB-Biotics’ directors reiterated its unanimous support of the bid additionally requesting a fairness opinion to verify that Kaneka’s price follows evaluation criteria.

The founders, executive directors and key shareholders of AB-Biotics, Miquel Angel Bonachera and Sergi Audivert (each holding 8.92% of the company), have confirmed their support of the bid.

Further agreement terms

AB-Biotics said the bid covered 7,583,025 AB-Biotics shares, representing a premium of 19% on the average share price over the last six months.

In March 2018, Kaneka became the main shareholder in AB-Biotics after acquiring 26.86% of the capital, the aim being to boost its presence in the USA, Canada and Japan. By June this year, the Japanese company held 39.8% of the capital.

AB-Biotics adds the acceptance period of the offer began last Wednesday and expires on Friday, 16 August 2019.

Founded in 2004, AB-Biotics divides its activities into the two main business areas of probiotics & precision medicine.

Its collection of bacterial strains contains more than 550 different wild-type strains that are used to address Irritable Bowel Syndrome (IBS), reduce LDL- cholesterol and triglyceride levels and infant colic.

Microbiome movements

Kanka’s intentions is the latest in a long line of deals struck between the two countries involving health and nutrition firms.

Around this time last year, Takeda looked to build on its microbiome therapies for coeliac and advanced liver diseases by purchasing the remaining shares of Belgium-based biopharmaceutical firm TiGenix for approximately €520m or €1.78 per share.

Later in 2018, Tokyo-based Yokogawa Electric Corporation sanctioned a €10m investment in Spanish microalgae firm AlgaEnergy, to expand its biostimulant product sales worldwide and venture into the food and cosmetics sector.

Meanwhile, Japanese investment fund Cell Innovation Partners, made a €1m investment in Histocell, a Bilbao-based company that develops cell therapy products for the treatment of Acute Spinal Cord Injury and Acute Respiratory Distress Syndrome.

The investment forms part of a €3m financing round that will be used to progress the development of Histocell’s pipeline products.

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