Thursday, September 21, 2023

Linklaters, Baker advise on Fresenius´ €495m acquisition of mAbxience

Linklaters has advised Fresenius Kabi on its acquisition of a 55% stake in Insud Pharma´s mAbxience Holding S.L for €495 million, with the sellers represented by Baker McKenzie


Insud Pharma has announced that it has entered into an agreement with Fresenius Kabi. under which terms Fresenius will acquire 55% of Insud Pharma´s mAbxience, the global fully-fledged biotech company of the Spanish group. The purchase price will be a combination of €495 million upfront payment and milestone payments, strictly tied to the achievement of commercial and development targets.  The contractual provisions also include a put / call option scheme regarding the current owners’ remaining shares in mAbxience (45%).

mAbxience is a leading international biopharmaceutical company, focused on the rapidly developing biosimilars market. The company was founded in 2010 by Dr. Hugo Sigman and Dr. Silvia Gold as the biotechnology division of Insud Pharma S.L. mAbxience has established itself as a leader in the development and manufacturing of biological drugs, with two commercialized biosimilar products (Rituximab and Bevacizumab) and a mid-single-digit number of molecules across immunology and oncology expected to be launched globally in the years 2024 to 2029. This is supported by internal R&D laboratories and state-of-the-art manufacturing facilities in Spain and Argentina.

In addition to highly competitive production costs for the internal programs, the manufacturing platform allows mAbxience to offer third party biological CDMO services, including a recent contract with AstraZeneca to produce the drug substance for its COVID-19 vaccine in Latin America. The company currently employs approximately 600 staff and generated sales of approx. €255 million in 2021. 

The acquisition of a majority stake in mAbxience follows Fresenius Kabi’s recently unveiled Vision 2026 strategy, delivering on one of the core growth vectors – to “Broaden Biopharma” – by expanding along the value chain and further enhancing the existing Fresenius Kabi biosimilars pipeline. 

Linklaters advised Fresenius with a Madrid office Corporate/M&A team led by Corporate/M&A partner Alexander Kolb, together with lawyer Alberto Vilalta, managing associate José Buigues and lawyer Andrea García. The team also included managing associate Ceyhun Pehlivan and lawyer Eduardo Novella (IP), lawyers Juan Passás and Diana Martínez (Competition), partner Alejandro Meca and managing associate Alvaro Albiñana (Tax), lawyer Sergio García (Public Law) along with counsel Moira Guitart and lawyer Leticia Ramos (Labour).

Linklaters Germany advised with a team formed by partner Ralph Wollburg, along with counsel Arne Kießling, Julian Böhmer and Sebastian Klingen.

Goldman Sachs acted as exclusive financial advisor to Insud Pharma, while Baker McKenzie acted as Legal advisor.

Baker McKenzie represented the sellers (Insud Pharma and Invim Corporativo) with a team led by partner Maite Diez, Tax partner Manuel Alonso and Competition partner Paloma Martínez-Lage along with team leader Carlos Jiménez de Laiglesia and associate Elena Piquero.

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