29.03.2017
Biotest AG DE0005227235
DGAP-News: Biotest AG: Discussions regarding possible business combination
DGAP-News: Biotest AG / Key word(s): Final Results/Merger
Biotest AG: Discussions regarding possible business combination
29.03.2017 / 23:55
The issuer is solely responsible for the content of this announcement.
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PRESS RELEASE
Discussions regarding possible business combination
Dreieich, 29 March 2017. Biotest AG announced today that it is in discussion
with Creat Group Corporation (Creat), a leading Chinese investment group,
regarding a potential business combination. Creat is a long-term strategic
investor.
Creat has indicated certain key parameters of a potential combination to be
implemented through a public tender offer for all common and preference
shares of Biotest. The envisaged consideration is EUR 28.50 per ordinary
share and EUR 19.00 per preference share of Biotest.
Creat has indicated its intentions not only to maintain Biotest's
headquarters and corporate seat in Dreieich, Germany, and maintain Biotest's
corporate name, brand and product names but also to develop the company in
line with the current management business plan and to adhere to current shop
and collective bargaining agreements and employee co-determination. Such
intentions will be agreed upon in a business combination agreement with a
term of five years.
The Board of Management and Supervisory Board welcome the discussions. A
combination with Creat would support the required investments in products
and facilities as well as the company's Biotest Next Level strategy.
Negotiations are ongoing and there can be no assurance that a final
agreement between the parties will be reached or that any such offer will be
made. Any potential transaction is still subject to final negotiations of a
business combination agreement and an agreement with Biotest AG's majority
shareholder, OGEL GmbH as well as finalization of due diligence and the
required financing measures. In the context of these discussions, Biotest
has decided to delay the Annual General Meeting, originally scheduled for 10
May 2017, to a later date. Information regarding the new date will be
provided in due course.
Financial Results FY 2016
In the 2016 financial year, the Biotest Group generated revenue in
continuing and discontinued operations of EUR 610.4 million, after EUR 589.7
million in the previous year. This corresponds to a percentage increase of
3.5 %.
The re-alignment of the Biotest Group characterized the operative
development in 2016. Due to the sale of the therapy business and toll
manufacturing in the US to ADMA Biologics Inc. (pls refer to press release
dated 23.01.2017) the therapy business and toll manufacturing outside the US
as well as plasma collection in the US and Europe are Biotest's core
business and are accounted as continuing operation. Sales in this area rose
by 3.5 % to EUR 553.1 million versus EUR 534.6 million in the previous year.
The business activities, which - in line with the strategic realignment and
the contract to sell this business signed in January - will not be continued
in future, are reported as Discontinued Operation. In this segment revenues
of EUR 57.3 million were recorded in 2016 (2015: EUR 55.0 million). Earnings
after tax (EAT) of the Discontinued Operations amounted to EUR -80.2
million. These resulted mainly from operative losses of the US subsidiary,
inventory write-offs, and extraordinary one time effects in connection with
the sale of the operative business to ADMA Biologics Inc.
Operating earnings before interest and taxes (EBIT) increased from
EUR 37.3 million to EUR 63.9 million (+71.3%). The EBIT-margin in the
Continued Operations increased from 7.0% in 2015 to 11.6% in 2016.
Earnings after taxes (EAT) of continuing operations amounted to EUR 34.5
million in the past financial year after EUR 27.0 million in the previous
year.
The Board of management and the supervisory board will propose to the annual
general meeting an increase of the dividend payment of 0.05 EUR per ordinary
share and 0.07 EUR per preference share.
Guidance 2017:
In the 2017 financial year, the Board of Management expects sales of
continuing operations to increase by a low-single-digit percentage. Earnings
will be influenced by various factors in 2017. Besides the expected effects
from the Biotest Next Level expansion project of EUR 60 to 70 million
including the associated clinical development and increasing ramp-up costs,
the continued tense situation in the crisis regions, especially in the
Middle East, could be noticeable. In addition, costs for research and
development in the field of monoclonal antibodies of around EUR 10 million
will impact earnings in 2017. Due to the above influences, the Board of
Management anticipates EBIT of continuing operations in the range of EUR 46
to 48 million.
Until the closing of the sale of the therapy business and toll manufacturing
in the US to ADMA Biologics Inc., a loss of EUR 9 million is expected for
the discontinued operations.
The annual report 2016 is available on the company's website at
Also available for download from the website is the presentation for today's
conference for analysts and journalists.
About Biotest
Biotest is a provider of plasma proteins and biological drugs. With a value
added chain that extends from pre-clinical and clinical development to
worldwide sales, Biotest has specialised primarily in the areas of clinical
immunology, haematology and intensive medicine. Biotest develops and markets
immunoglobulins, coagulation factors and albumins based on human blood
plasma. These are used for diseases of the immune and haematopoietic
systems. In addition Biotest develops monoclonal antibodies in the
indications of cancer of plasma cells and systemic lupus erythematosus which
are produced by recombinant technologies. Biotest has more than 2,500
employees worldwide. The preference shares of Biotest AG are listed in the
SDAX on the Frankfurt stock exchange.
IR contact
Dr. Monika Buttkereit
phone: +49-6103-801-4406
email: [email protected]
PR contact
Dirk Neumüller
phone: +49-6103-801-269
email: [email protected]
Biotest AG, Landsteinerstr. 5, 63303 Dreieich, Germany, www.biotest.com
Ordinary shares: securities' ID No. 522720; ISIN DE0005227201
Preference shares: securities' ID No. 522723; ISIN DE0005227235
Listing: Prime Standard
Open Market: Berlin-Bremen, Düsseldorf, Frankfurt, Hamburg, Hanover, Munich,
Stuttgart
Disclaimer
This document contains forward-looking statements on overall economic
development as well as on the business, earnings, financial and assets
position of Biotest AG and its subsidiaries. These statements are based on
current plans, estimates, forecasts and expectations of the company and are
thus subject to risks and elements of uncertainty that could result in
significant deviation of actual developments from expected developments. The
forward-looking statements are only valid at the time of publication.
Biotest does not intend to update the forward-looking statements and assumes
no obligation to do so.
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29.03.2017 Dissemination of a Corporate News, transmitted by DGAP - a
service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de
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Language: English
Company: Biotest AG
Landsteinerstraße 5
63303 Dreieich
Germany
Phone: 0 61 03 - 8 01-0
Fax: 0 61 03 - 8 01-150
E-mail: [email protected]
Internet: http://www.biotest.de
ISIN: DE0005227235, DE0005227201
WKN: 522723, 522720
Indices: SDAX
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Hamburg, Hanover,
Munich, Stuttgart, Tradegate Exchange
End of News DGAP News Service
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559905 29.03.2017
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