Repharm Group to Ask FCMC Permission to Make Mandatory Share Repurchase Offer to Olainfarm Shareholders / Article

Repharm’s group of pharmaceutical and medical services companies will ask the Financial and Capital Market Commission (FCMC) for permission to make a mandatory share repurchase offer to the shareholders of the pharmaceutical company JSC Olainfarm, representatives of Repharm said.

They informed that Repharm Group has acquired a significant stake in Olainfarm – 30.84% ​​of Olainfarm shares.

According to the regulation, the FCMC must request permission for the mandatory share repurchase if a significant shareholding in the company is acquired – at least 30% of the voting rights. Repharm Group operates in accordance with the Financial Instruments Market Law and will ask the FCMC for permission to make a mandatory share repurchase offer to other Olainfarm shareholders.

Repharm Group has informed Nasdaq Riga about the agreement with Olainfarm shareholder Nick Saveļevs on the acquisition of 7.8% of voting rights in Olainfarm, exercising these rights through Repharm’s parent company AS AB City.

Repharm also announced 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 by exercising these rights through Repharm’s subsidiary SIA Farma Fund.

In its turn, “Riga Pharmaceutical Factory”, which belongs to the “Repharm” group, also directly owns 1.07% of “Olainfarm” shares.

“Olainfarm is a nationally important company, so it is important that it becomes the property of local capital investors who aim to develop the company in the long term and have extensive experience in the healthcare industry. The Repharm Group, as a local healthcare leader with a long-term strategy, meets all these requirements. criteria, “said Din Schmidt, vice-chairman of the Repharm council.

If Repharm acquires more than 50% of the shares as a result of the mandatory share repurchase, Repharm will fulfill its obligation to apply to the Competition Council for approval of the transaction in full knowledge of and respect for applicable competition regulations.

It has already been reported that the shares directly owned by Olainfarm’s shareholder Saveļjeva have been acquired by AS AB City, a company related to the Repharm pharmaceutical and medical services group of companies, according to Olainfarm’s statement to Nasdaq Riga.

Olainfarm has received a notification from Saveljeva that her voting rights have decreased from 7.8% to 0%. AB City, on the other hand, has announced that it has acquired a significant stake in the company, namely 7.8% of the voting shares.

Other persons in the chain of controlled companies own 1.05% (JSC “Rīgas farmaceitiskā fabrika”) and 21.97% (SIA “Farma Fund”) voting rights. Both Riga Pharmaceutical Factory and Farma Fund are also companies of the Repharm Group.

The 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.

It has already been reported that another one of Valērijs Maligins’ heirs, the minor Anna Emīlija Maligina, represented by her mother Signe Baldere-Sildedze, transferred the voting rights of her Olainfarm shares to the “Repharm” group “Farma Fund”.

Previously, Farma Fund was called Zdorovie Europe and was a subsidiary of the Ukrainian pharmaceutical company Zdorovye LTD, with which Maligina’s heir entered into an agreement to acquire her shares in Olainfarm directly and indirectly in 2023.

Repharm Group company Riga Pharmaceutical Factory acquired a 100% stake in Farma Fund from a Ukrainian company.

Farma Fund has already paid part of the purchase to Anna Emilia Maligina and promised to continue making payments according to the agreed schedule. The concluded transaction envisages the implementation of certain measures from both parties to the transaction by 2023 and does not create the right to dispose of Olainfarm shares at present, Repharm emphasized.

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

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 individuals – Roberts Tavjevs, Jānis Oskerko, Mihails Lurje, Aleksandrs Livšics, Andrejs Leibovičs, Sergejs Korņijenko, Josifs Apts and Jelena Nikitina

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