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Essentra divests Porous Technologies business
NEWS International GmbH (Skion) and Caisse de dépôt et placement du Québec (la Caisse) has been completed. Following issuance of the final order from the Quebec Superior Court on 14 September 2016, the firm announced the successful completion of the previously announced plan (see Membrane Technology September 2016, page 16) of arrangement whereby SKion acquired all of the issued and outstanding Class A subordinate voting shares and Class B multiple voting shares of Ovivo. Pursuant to the arrangement, former holders of Ovivo shares will receive $4.00 in cash per share. Following the transaction, la Caisse increased its existing ownership in the corporation from 18.7% to 30%, by acquiring a 30% equity interest in Ovivo from SKion at the purchase price of $4.00. Ovivo is now privately owned by SKion (70%) and la Caisse (30%). In the coming days, it is anticipated that the Ovivo shares will be delisted from the Toronto Stock Exchange and the corporation will apply to cease to be a reporting issuer. ‘I am confident that Ovivo is in good hands with SKion and la Caisse – two resourceful owners which will support the corporation’s long-term growth plan in order to build a world leader in water treatment, headquartered in Quebec,’ commented Laurent Verreault, founder and former chairman of Ovivo’s board. Ovivo operates an integrated global platform in over 15 countries, with 800 employees that are worldwide experts in water treatment. Contacts: Ovivo Canada, 48 Alliance Boulevard, Suite 117, Barrie, Ontario L4M 5K3, Canada. Tel: +1 705 735 6655, www.ovivowater.com SKion GmbH, Günther-Quandt-Haus, Seedammweg 55, 61352 Bad Homburg v.d. Höhe, Germany. Tel: +49 6172 404 531, www.skion.de Caisse de dépôt et placement du Québec, 65 rue Sainte-Anne, 14th floor, Québec G1R 3X5, Canada. Tel: +1 418 684 2334, http://cdpq.com
Essentra divests Porous Technologies business
E
ssentra Plc, a UK company that supplies specialist plastic, fibre, foam and packaging products, has signed an agreement to divest its Porous Technologies business to US-based Filtration Group. 6
Membrane Technology
The transaction values Porous Technologies at £220 million (of which about £215 million is in cash and £5 million in the form of a promissory note, payable three years from completion), free of cash and debt. The consideration, which is subject to customary adjustments for net debt and working capital at closing, will be payable on completion of the transaction, excluding the promissory note), with proceeds being used to pay down existing debt facilities and/or to fund further value-creating acquisitions. Completion is subject to customary closing conditions, including clearance from certain competition authorities and a necessary corporate reorganisation to dispose of the Porous Technologies business in certain jurisdictions, which are anticipated to be satisfied by the first quarter of 2017. With a global footprint of 80 facilities in over 20 countries, Filtration Group develops filtration technology for its highly diverse set of customers, with products that span life science, process technologies, and fluid and environmental air applications. As such, the acquisition of Essentra’s Porous Technologies business is expected to expand Filtration Group’s customer base and product portfolio. Commenting on the announcement, Colin Day, Chief Executive, Essentra, said: ‘The divestment of Essentra’s Porous Technologies business is consistent with our drive for a 2020 strategic objective of active portfolio management, with the aim of creating sustainable, long-term shareholder value.’ ‘As a leading developer and manufacturer of custom vapour- and fluid-handling components, Porous Technologies is well known for its ability to leverage its technical expertise in collaboration with its customers, to provide them with innovative, high-quality, reliable solutions.’ ‘However, as Essentra continues to evolve, the positive characteristics of its Porous Technologies activities fit less well with its overall business model and product portfolio. As such, the transaction not only represents compelling value for Essentra shareholders, but also provides our Porous Technologies business with a strong platform for future successful development under the strategic ownership of Filtration Group.’
ermany’s Merck KgaA, a leading science and technology company that operates in healthcare, life science and the performance materials sector, has expanded its single-use current good manufacturing process (cGMP) facility with the addition of the Mobius 2000 L single-use bioreactor. With the new upstream suite at its Biodevelopment Center in France, Merck can now offer clients full process-line cGMP manufacturing, comprising the company’s own instrumentation and products. ‘Our aim is to facilitate accelerated drug development and delivery via continued innovation and technical expertise by offering customers a complete end-to-end solution from clone to commercial production,’ explained Udit Batra, CEO, Life Science, Merck, and a member of the firm’s executive board. ‘Our unique offering gives customers the choice to transfer their production at any stage with the confidence that we will ensure the most efficient transition into commercial manufacturing – at either an existing facility or one we help them design.’ With this increase in scale and scope, Merck can advance clients’ recombinant products from cell line development through to late-stage clinical production. At the point of tech transfer out to a contract manufacturing organisation or other facility, clients can also take advantage of Merck’s Provantage End-to-End Services available worldwide to mitigate the risks traditionally associated with upscaling to commercial production. Provantage is a comprehensive suite of products and services that include process development, cGMP manufacturing, facility design, manufacturing equipment and consumables, process and equipment training, technology transfer and setup for commercialisation. It aims to minimise the risks for customers progressing from early clinical stages to commercial production – helping to accelerate time to market and improve productivity and profitability, says the firm.
Contact: Essentra Plc, Avebury House, 201–249 Avebury Boulevard, Milton Keynes MK9 1AU, UK. Tel +44 1908 359100, www.essentraplc.com
Contacts: Merck KGaA, Frankfurter Strasse 250, 64293 Darmstadt, Germany. Tel: +49 6151 720, www.merck.de
Filtration Group Corp, 912 East Washington Street, Joliet, IL 60433, USA. Tel: +1 815 726 4600, www.filtrationgroup.com
EMD Millipore, 290 Concord Road, Billerica, MA 01821, USA. Tel: +1 781 533 6000, www.merckmillipore.com
Flexible factory concept enables accelerated drug development
G
October 2016
Essentra divests Porous Technologies business
E
ssentra Plc, a UK company that supplies specialist plastic, fibre, foam and packaging products, has signed an agreement to divest its Porous Technologies business to US-based Filtration Group. 6
Membrane Technology
The transaction values Porous Technologies at £220 million (of which about £215 million is in cash and £5 million in the form of a promissory note, payable three years from completion), free of cash and debt. The consideration, which is subject to customary adjustments for net debt and working capital at closing, will be payable on completion of the transaction, excluding the promissory note), with proceeds being used to pay down existing debt facilities and/or to fund further value-creating acquisitions. Completion is subject to customary closing conditions, including clearance from certain competition authorities and a necessary corporate reorganisation to dispose of the Porous Technologies business in certain jurisdictions, which are anticipated to be satisfied by the first quarter of 2017. With a global footprint of 80 facilities in over 20 countries, Filtration Group develops filtration technology for its highly diverse set of customers, with products that span life science, process technologies, and fluid and environmental air applications. As such, the acquisition of Essentra’s Porous Technologies business is expected to expand Filtration Group’s customer base and product portfolio. Commenting on the announcement, Colin Day, Chief Executive, Essentra, said: ‘The divestment of Essentra’s Porous Technologies business is consistent with our drive for a 2020 strategic objective of active portfolio management, with the aim of creating sustainable, long-term shareholder value.’ ‘As a leading developer and manufacturer of custom vapour- and fluid-handling components, Porous Technologies is well known for its ability to leverage its technical expertise in collaboration with its customers, to provide them with innovative, high-quality, reliable solutions.’ ‘However, as Essentra continues to evolve, the positive characteristics of its Porous Technologies activities fit less well with its overall business model and product portfolio. As such, the transaction not only represents compelling value for Essentra shareholders, but also provides our Porous Technologies business with a strong platform for future successful development under the strategic ownership of Filtration Group.’
ermany’s Merck KgaA, a leading science and technology company that operates in healthcare, life science and the performance materials sector, has expanded its single-use current good manufacturing process (cGMP) facility with the addition of the Mobius 2000 L single-use bioreactor. With the new upstream suite at its Biodevelopment Center in France, Merck can now offer clients full process-line cGMP manufacturing, comprising the company’s own instrumentation and products. ‘Our aim is to facilitate accelerated drug development and delivery via continued innovation and technical expertise by offering customers a complete end-to-end solution from clone to commercial production,’ explained Udit Batra, CEO, Life Science, Merck, and a member of the firm’s executive board. ‘Our unique offering gives customers the choice to transfer their production at any stage with the confidence that we will ensure the most efficient transition into commercial manufacturing – at either an existing facility or one we help them design.’ With this increase in scale and scope, Merck can advance clients’ recombinant products from cell line development through to late-stage clinical production. At the point of tech transfer out to a contract manufacturing organisation or other facility, clients can also take advantage of Merck’s Provantage End-to-End Services available worldwide to mitigate the risks traditionally associated with upscaling to commercial production. Provantage is a comprehensive suite of products and services that include process development, cGMP manufacturing, facility design, manufacturing equipment and consumables, process and equipment training, technology transfer and setup for commercialisation. It aims to minimise the risks for customers progressing from early clinical stages to commercial production – helping to accelerate time to market and improve productivity and profitability, says the firm.
Contact: Essentra Plc, Avebury House, 201–249 Avebury Boulevard, Milton Keynes MK9 1AU, UK. Tel +44 1908 359100, www.essentraplc.com
Contacts: Merck KGaA, Frankfurter Strasse 250, 64293 Darmstadt, Germany. Tel: +49 6151 720, www.merck.de
Filtration Group Corp, 912 East Washington Street, Joliet, IL 60433, USA. Tel: +1 815 726 4600, www.filtrationgroup.com
EMD Millipore, 290 Concord Road, Billerica, MA 01821, USA. Tel: +1 781 533 6000, www.merckmillipore.com
Flexible factory concept enables accelerated drug development
G
October 2016