AB Invalda and other AB Sanitas shareholders, all together controlling 87,2% shares, on 23 May 2011, have signed a definitive share sale and purchase agreement for the sale of their entire shareholding in AB Sanitas to Valeant Pharmaceuticals International, Inc. (“Valeant”).
Pursuant to the agreement, AB Invalda will sell 26.5% shareholdings in AB Sanitas, in exchange of EUR 82.5-84 million (LTL 285-290.1 million), or 10-10.18 EUR (34.53-35.15 LTL) per share payable by Valeant.
The share sale and purchase agreement includes the mechanism of the possible price correction based on certain adjustments at closing, which is expected to take place no later than 30th September 2011.
The transaction is subject to certain conditions that must be satisfied before its completion, including the approval of relevant competition authorities, including Lithuania, Poland and possibly Ukraine.
Taking into account share price adjustment mechanism set out in the agreement signed on 24th October, 2008, (regarding sale of 20.3 % of the share capital of AB Sanitas) total proceedings of AB Invalda from Sanitas shares will amount to EUR 89.8-92.2 million (LTL 310-318.3 million) (based on the EUR/USD exchange rate as of the agreement date).
The preliminary net gain in the consolidated financial statements of AB Invalda group and standalone financial statements of AB Invalda is approximately EUR 52.1-54.5 million (LTL 179.9-188.2 million) and EUR 58.1-60.5 million (LTL 200.5-208.8 million) respectively.
Darius Sulnis
President
Tel. +370 52734876
[email protected]