Nestle to Acquire Aimmune Therapeutics on Food Allergy Play
Posted on 08/31/2020
Nestlé Health Science, part of Nestlé S.A., is buying listed company Aimmune Therapeutics, Inc., a biopharmaceutical company developing and commercializing treatments for potentially life-threatening food allergies. According to the press release, “Aimmune’s Palforzia is the first and only FDA-approved treatment to help reduce the frequency and severity of allergic reaction to peanuts, including anaphylaxis, in children aged 4 through 17. The acquisition is an extension of NHSc’s food allergy portfolio, creating a broader spectrum of solutions for children living with food allergies.”
Nestle is making the deal with cash on hand.
Nestlé Health Science currently has a total investment in Aimmune of US$ 473 million, an approximate 25.6% equity ownership stake. Around 19.6% is voting common stock and the balance non-voting preferred stock.
Nestlé Health Science made its initial investment of US$1 45 million in Aimmune in November 2016, followed by further investments of US$ 30 million in February 2018, US$ 98 million in November 2018 and US$ 200 million in January 2020.
Deal Terms
Under the terms of the merger agreement, Nestlé S.A.’s wholly-owned subsidiary, Société des Produits Nestlé S.A. (SPN), will commence a cash tender offer to acquire all outstanding shares of Aimmune common stock that are not already owned by NHSc for US$ 34.50 per share in cash, representing a total enterprise value, including the shares of Aimmune held by NHSc, of approximately US$ 2.6 billion. The US$ 34.50 per share acquisition price represents a 174% premium to Aimmune’s closing share price on August 28, 2020 of US$ 12.60. Following successful completion of the tender offer and satisfaction of the other closing conditions, a wholly owned subsidiary of SPN will merge with Aimmune, with Aimmune as the surviving corporation, and the outstanding shares not tendered in the offer will be converted into the right to receive the same US$ 34.50 per share consideration.
Keywords: Nestle S.A.
