STRATEGIC PARTNERSHIP WITH NEXTSTAGE AM
- The reference shareholders of Eurobio Scientific join forces with NextStage AM and Nextstage SCA
- 1st investment under the “Pépites et Territoires” program by AXA France & NextStage AM in a holding company to be set up
- Operation based on a unit price of 25.28 euros per Eurobio Scientific share
- Strategic reinforcement to accelerate the growth of the Eurobio Scientific Group
Paris, February 7, 2022 – 8:00am
Eurobio Scientific (FR0013240934, ALERS, PEA-PME eligible), a leading French group in in vitro medical diagnostics and life sciences, announces that its managers-reference shareholders (the "Entrepreneurs"), Denis Fortier and Jean-Michel Carle Grandmougin, entered into an agreement with NextStage AM in order for NextStage AM to invest €35.5m in a holding company, called EurobioNext, to be set up by the Entrepreneurs. EurobioNext will hold approximately 28.3% of the capital of Eurobio Scientific, following the contribution and sale of shares directly held by the Entrepreneurs, on the basis of a price of 25.28 euros per Eurobio Scientific share. Denis Fortier and Jean-Michel Carle will realize part of the value created since their takeover of Eurobio in 2010, and will retain 56.5% of the capital of the new structure alongside NextStage SCA and the FPCI Pépites et Territoires which will hold 43.5%. Closing this agreement, which main stages are summarized below, will be subject to the usual conditions precedent, including obtaining authorization from the competent anti-trust authorities. This should happen in the next 2 to 3 months.
Eurobio Scientific has revealed the relevance of its positioning and its agility, particularly in terms of R&D, production and distribution, with the COVID-19 crisis which has been a real accelerator for the Group's growth. As a result, it is starting 2022 with a number of installed automates that has more than doubled since the start of 2020 and a cash position of more than €100m. EurobioNext's objective is to make the Group an innovative and agile leader in the field of In Vitro Diagnostics (IVD), by strengthening its current position in the specialty IVD market through the development of proprietary products combined with the expansion of its international activities, while relying on its cash and additional debt capacity to roll out an ambitious acquisition program.
The association with NextStage AM aims to support the Eurobio Scientific team to accelerate its development by enhancing and complementing the strengths and acquired positions.
Also, this association enables enhanced strategic thinking, in particular within the Board of Directors of Eurobio Scientific, which will be reinforced by the entry of EurobioNext represented by Grégoire Sentilhes, President and co-founder of NextStage AM, and Pierre Germain (former Strategy Director of Sanofi, CEO of Ethypharm, Executive Vice-President of Capgemini), as censor.
At a key moment in the history of the Eurobio Scientific Group, Denis Fortier and Jean-Michel Carle Grandmougin are strengthening the structure of its capital with the arrival in EurobioNext of NextStage AM, which brings its experience in terms of supporting growth, international development, and the strengthening of technological and digital know-how.
“The COVID-19 pandemic has shed new light on infectious disease testing and taken our group into a new dimension. We now have cutting-edge skills and very solid fundamentals to enable us to strengthen our operational organization and pursue our recruitment policy to support our growth. NextStage AM, which has a strong entrepreneurial-investor culture and an ability to properly assimilate our strategic challenges, seemed to us to be the right partner to achieve this, to strengthen us internationally and to enable us to carry out new acquisitions in order to become one of the great champions in the In Vitro Diagnostics market", declares Denis Fortier, Deputy CEO of Eurobio Scientific.
“After two years of very strong growth, we are entering an important new phase in the group's development to consolidate its performance and build a champion in specialty diagnostics in France and around the world. We felt that NextStage AM had a real ability to help us tackle the strategic issues we are faced with today. Given our available cash, we have a long-term investment challenge to strengthen our position in the smart diagnostics market. We are very happy with this partnership which makes sense and which aims to build the "next stage" of Eurobio Scientific”, continues Jean-Michel Carle Grandmougin, Chairman and CEO of Eurobio Scientific.
“Pépites et Territoires is proof of AXA's commitment to supporting French SMEs and ETIs that bring employment, innovation and growth to the heart of our regions. We are pleased that this first investment from the program is promoting the development of a particularly innovative and promising company in the field of preventive medicine”. says Patrick Cohen, CEO of AXA France.
“This first investment of the Pépites et Territoires program in Eurobio Scientific marks an important step and has strong meaning and symbolism. It targets a company in the field of molecular biology, with a remarkable trajectory, a French nugget that has become, thanks to the talent of its entrepreneurs and its innovation strategy, a leading player in the health crisis. Throughout the deployment of its ambitious development and innovation plan, we want to support Eurobio Scientific, to strengthen a company that is even more at the forefront of the challenges of prevention in medical devices, upstream from curation. Thus, we are convinced that Eurobio Scientific will play an important role in the development of both preventive medicine and smart health, one of the three major disruptions of the industrial revolution accelerated by the COVID-19 crisis”, concludes Grégoire Sentilhes, President and co-founder of NextStage AM and manager of NextStage.
Terms of the operation
On February 4, 2022, Jean-Michel Carle Grandmougin, Denis Fortier, Hervé Duchesne de Lamotte, NextStage SCA and FPCI Pépites et Territoires signed a global memorandum of understanding providing in particular that, subject to the satisfaction of usual conditions precedent including obtaining the authorization of the competent anti-trust authorities, the following operations will be carried out:
- creation by Jean-Michel Carle Grandmougin and Denis Fortier of a holding company called EurobioNext;
- contribution by Jean-Michel Carle Grandmougin and Denis Fortier of 1,822,772 ordinary shares of Eurobio Scientific to EurobioNext, on the basis of a valuation of 25.28 euros per Eurobio Scientific share, i.e. for a total amount of 46,079,676.16 euros;
- EurobioNext capital increase reserved for NextStage SCA and FPCI Pépites et Territoires for a total amount (issue premium included) of 35,500,000 euros in order to finance the acquisition of Eurobio Scientific shares referred to below and the costs of the operation;
- acquisition by EurobioNext of 1,384,493 ordinary shares of Eurobio Scientific from Mr. Jean-Michel Carle Grandmougin, Denis Fortier and Hervé Duchesne de Lamotte (and certain affiliates in the event of an asset reorganization), on the basis of a valuation of 25.28 euros per Eurobio Scientific share, i.e. for a total amount of 34,999,983.04 euros.
As a result of these operations, EurobioNext would hold 3,207,265 ordinary shares of Eurobio Scientific, i.e. approximately 28.3% of the capital of Eurobio Scientific. The capital of EurobioNext would be majority held by Jean-Michel Carle Grandmougin and Denis Fortier (approximately 56.5%) on the one hand, and in a minority holding by NextStage SCA and FPCI Pépites et Territoires on the other hand (approximately 43.5%).
List of participants in the operation
Eurobio Scientific: Jean-Michel Carle Grandmougin (Chairman and Chief Executive Officer), Denis Fortier (Deputy Chief Executive Officer) and Hervé Duchesne de Lamotte (Deputy Chief Executive Officer)
NextStage AM: Grégoire Sentilhes (Chairman), Florent Saint Leger (Director of Listed Investments), Arthur Vigneras (Director of Investments), Mounia Hakam (Business Manager)
Strategic and scientific advisors: Pierre Germain, Emmanuelle Deponge (Touline), and IQVIA (Pierre-Antoine André and Laura Bonini)
Entrepreneur Advisor: Jones Day (Renaud Bonnet, Florent Le Prado)
NextStage AM Advisor: Viguié Schmidt & Associés (Nicolas Viguié, Louis Chenard, Tanguy Grimald)
Financial DD: EY (Constance Hauville-Pontet and Anne Surut)
Legal, fiscal, social DD: Lamartine Conseil (Stéphane Rodriguez, Ugo Audouard, Audrey Billon)
Next financial meeting
2021 annual results: 6 April 2022, (after market close)
| Disclaimer This press release contains elements that are not historical facts including, without limitation, certain statements about future expectations and other forward-looking statements. Such statements are based on management’s current views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, profitability or events to differ materially from those anticipated. In addition, Eurobio Scientific, its shareholders, and its affiliates, directors, officers, advisors and employees have not verified the accuracy of, and make no representations or warranties in relation to, statistical data or predictions contained in this press release that were taken or derived from third party sources or industry publications. Such statistical data and predictions are used in this press release for information purposes only. Finally, this press release may be drafted in the French and English languages. If both versions are interpreted differently, the French language version shall prevail. |
| About NextStage AM Independent management company based in Paris, approved by the AMF, NEXTSTAGE AM, which has cultivated an “entrepreneur-investor” philosophy since its founding in 2002, is one of the pioneers and leaders of innovative and patient development capital in France. . NEXTSTAGE has developed a multi-strategy PE platform which represents, in terms of outstandings at the end of December 2021, directly and indirectly, close to € 7 billion AUM. NEXTSTAGE AM invests in a limited number of Medium-Sized Companies (77 companies in the portfolio as of 31/12/2021), French and European, innovative, and growth, to which it brings entrepreneurial investor expertise and strong operational support (integration of innovation, talents, international, external growth). NEXTSTAGE AM provides long-term support to these Medium-Sized Companies (MTEs), unlisted and listed on Alternext and Euronext B and C, which are positioned around the ongoing industrial revolution, its three technological disruptions, digital, environmental innovation, and smart health, and are based around the 4 major cross-cutting fund trends, the on-demand economy (digital platforms and Saas), the industrial internet (from robots to AI), Positive economy (green growth, blue growth, environmental performance), and the Economy of the value of our emotions and the quality of the customer experience. It gives them the means to accelerate their development and their capacity for innovation to become “Champions” in their markets, both in France and internationally, through organic and / or external growth. NEXTSTAGE AM received in December 2015 the Gold Award for the best player in development capital in Europe by Private Equity Awards, in 2017 NextStage Croissance won the special prize of the Jury Actifs de l'Innovation and in 2019 and 2021 the Prize of the editorial staff, Private Equity category of the 2019 wealth management pyramids. https://www.nextstage-am.com |
| Contacts |
| NextStage AM Jonathan Boudin +33 (0)1 44 29 99 04 - jbo@nextstage.com – | Shan Guillaume Duhamel +33 (0)6 13 81 00 92 – guillaume.duhamel@shan.fr Claire Hilbert +33 (0)6 15 80 91 30 – claire.hilbert@shan.ff |
Attachment
