FCMC allows AB City to make mandatory offer to repurchase shares of pharmaceutical manufacturer Olainfarm

The FCMC informed that the commission has allowed AB City to make a mandatory offer to repurchase Olainfarm shares, as AB City has acquired the voting rights arising from Olainfarm shares, which makes up 30.85% of Olainfarm’s voting rights, on the basis of the indirect participation. total number of shares.

The price of one share in the mandatory share repurchase offer is set at 9.26 euros.

The prospectus of the mandatory share repurchase offer states that the repurchase of AB City shares will require EUR 90,194,335.34, as 9,740,209 Olainfarm shares could be offered for repurchase.

The repurchase price per share is determined in accordance with the method provided for in the Financial Instruments Market Law, which provides for the determination of the price of one repurchased share by dividing the net assets of the target company by the number of issued shares. Net assets are calculated from total assets, minus the target company’s own shares and liabilities, the FCMC explained.

The mandatory share repurchase offer can be accepted within 30 days from the moment of its expression, which will start on the next business day after the offer is published in the official publication “Latvijas Vēstnesis”.

The decision to allow AB City to make a mandatory offer to repurchase Olainfarm shares was made by the FCMC on Wednesday, July 14, according to information published by the Nasdaq Riga stock exchange.

It has already been reported that the FCMC received an application from AB City at the beginning of July to make a mandatory offer to repurchase Olainfarm shares.

Repharm announced on June 21 this year that it will ask the FCMC for permission to make a mandatory share repurchase offer to Olainfarm shareholders, as the Repharm Group has acquired a significant stake in Olainfarm’s capital.

The Repharm Group has informed Nasdaq Riga of an agreement with Olainfarm shareholder Nick Saveļjeva to acquire 7.8% of the voting rights in Olainfarm through Repharm’s parent company AB City. Repharm also reported in February this year an agreement with Anna Emilija Maligins on the acquisition of the right to purchase 21.97% of Olainfarm shares and the acquisition of voting rights through the exercise of Repharm’s subsidiary SIA Farma Fund. The Riga Pharmaceutical Factory, which is part of the Repharm Group, directly owns 1.07% of Olainfarm shares.

If Repharm acquires more than 50% of the share repurchase offer, Repharm will fulfill its obligation to apply to the Competition Council for approval of the transaction, the company mentioned above.

Holding company “AB City” was registered in 2018, its share capital is 126,536,960 euros, according to “Firmas.lv” information. The real beneficiaries of the company are not indicated, but the co-owners of Repharm Andrejs Leibovičs, Jānis Oskerko and Aleksandrs Livšics work in the company’s council. In turn, the board of AB City includes Repharm co-owner Roberts Tavjevs and Sergejs Korņijenko.

At the same time, the Czech company Black Duck Invest claims to have become the largest shareholder in Olainfarm, but police are investigating suspicions that the deal is in fact a fraud and have detained at least three people in the case.

In a statement to the media, Black Duck Invest previously stated that Olainfarm had illegally taken control of Repharm and that Black Duck Invest would continue to defend its rights in Latvian and Czech courts in order to enforce the acquisition of Olainfarm shares with Olmafarm.

The turnover of the Olainfarm Group last year was 122.157 million euros, which is 11% less than in 2019, while the group’s profit decreased 2.3 times and was 9.478 million euros.

Olainfarm manufactures finished dosage forms, pharmaceuticals and food supplements, as well as chemicals and active pharmaceutical ingredients. The largest shareholder of Olainfarm is Olmafarm (42.56%), which is owned in equal shares by Valeria Maligina’s heirs – Irina Maligina, Anna Emilia Maligina and Nika Saveljeva. Olainfarm shares are listed on the official list of Nasdaq Riga.

Repharm is a group of Latvian companies working in the field of healthcare, which unites Sentor Farm aptiekas (brand “Mēness aptieka”), JSC “Veselības centru yhdistība”, SIA “Centrālā laboratorija”, “Rīgas farmaceitiskā fabrika” and “Recipe Plus “. Repharm group of companies was established in 2009. In 2019, the turnover of the Repharm Group was 283.008 million euros, but the profit of the group was 34.56 million euros.

According to Firmas.lv, the real beneficiaries of “Repharm” are several Latvian private individuals – Roberts Tavjevs, Jānis Oskerko, Mihails Lurje, Aleksandrs Livšics, Andrejs Leibovičs, Sergejs Korniijenko, Josifs Apts and Jelena Nikitina.