The acquisition agreement was signed on 26 November 2018. The total purchase price for the acquisition of Biomedica is approx. EUR 39 million, of which 75 % is paid in cash through existing credit facilities and 25 % through newly issued Class B shares in AddLife. The acquisition is therefore conditional on approval of the issue in kind by the AddLife Extraordinary General Meeting. The acquisition is expected to be completed in December 2018.
The Board of Directors of AddLife also decided on a new share issue with preferential rights for AddLife's existing shareholders to raise about SEK 500 million, with the subsequent approval at the Extraordinary General Meeting.
AddLife is an independent player in the Life Science Industry with about 600 employees in some 30 operating subsidiaries and net sales of approx. SEK 2.5 billion. AddLife's shares are listed on NASDAQ Stockholm. Through the acquisition of Biomedica, AddLife is expanding beyond the Nordic region to also cover Central and Eastern Europe.
Biomedica, headquartered in Austria, is the parent company of a group with operations in 13 countries and around 280 employees in Europe, including in Austria, the Czech Republic, Poland, Hungary, and Slovakia. Like AddLife, Biomedica is primarily active in laboratory technology and medical technology. Biomedica will remain as a group, but future earnings will be reported proportionally in AddLife’s two business areas, Labtech and Medtech.
Schoenherr advised AddLife alongside Swedish law firm Delphi on the transaction, including the acquisition agreement and due diligence in Austria and 11 CEE countries. The Schoenherr team consisted of Christian Herbst (partner; Vienna; corporate/m&a), Maximilian Lang (counsel; Vienna; corporate/m&a), Teresa Waidmann (attorney at law; Vienna; labor & employment), and Marco Thorbauer (associate; Vienna; tax) and additional attorneys throughout all of Schoenherr's CEE offices.
The sellers of Biomedica were advised by PHH Attorneys at Law, Vienna.