Offer price set at 44.31 Swiss francs per share

Largest shareholder pledges full stake in tender

Deal targeted for completion by end of November

Samsung Biologics' Factory 4. [Samsung Biologics]
Samsung Biologics' Factory 4. [Samsung Biologics]

Samsung Biologics has launched a tender offer to acquire Polypeptide Group, a global peptide contract development and manufacturing organization.

Samsung Biologics said Monday it had posted a tender offer prospectus on its website, targeting all 33,016,411 issued shares of Polypeptide Group, excluding treasury stock.

The tender offer will be conducted through Samsung Peptide, a wholly owned SPC subsidiary established specifically for the acquisition.

The offer price is 44.31 Swiss francs per share. If all issued shares are tendered, the total acquisition amount would reach 1.46 billion Swiss francs (about 2.7 trillion won).

That represents an 11.6 percent premium over the volume-weighted average share price of 39.7 Swiss francs over the 60 trading days before Samsung Biologics announced the acquisition.

Polypeptide Group's board of directors unanimously endorsed the tender offer. IFBC, a Swiss Takeover Board-certified valuation firm and global financial advisory company, also issued a fairness opinion on the offer price.

Drauphner Holding, the largest shareholder, has committed to tendering its entire stake of 18,375,000 shares, representing approximately 55.65 percent of the company.

The tender offer period runs from Sept. 15 through 4 p.m. on Oct. 12 (local time). The deal will close once tendered shares exceed 66.7 percent and all relevant regulatory approvals and other conditions are met.

Samsung Peptide plans to pursue a delisting of Polypeptide Group after the deal closes. If its shareholding reaches 90 percent or more, the company also intends to carry out a squeeze-out procedure to compulsorily acquire the remaining minority shares.

Samsung Biologics signed the acquisition agreement with Polypeptide Group last month and aims to complete the deal by the end of November.

Meanwhile, Polypeptide Group is a specialized CDMO spun off in 1996 from the peptide production division of global pharmaceutical company Ferring. Headquartered in Baar, Switzerland, it has a track record of more than 1,000 peptide drug development and manufacturing projects. Samsung Biologics sees the acquisition as a way to tap into growing production demand for GLP-1 therapies — a class of peptide-based drugs whose market is expanding rapidly on the back of obesity and diabetes treatments.


boo@heraldcorp.com