AMRI has acquired all the outstanding shares of Gadea Pharmaceutical Group, a privately held company located in Valladolid, Spain, specializing in technically complex active pharmaceutical ingredients (APIs) and finished drug product. The purchase price was $174 million, including the issuance of 2.2 million shares of common stock to Gadea’s owners, valued at $43.8 million, with the balance paid in cash and through the assumption of existing debt.

Gadea’s Crystal Pharma division expands AMRI’s marketable API portfolio and positions the company as a source of specialty and generic APIs. Crystal’s API portfolio includes 22 active US Drug Master Files (DMFs), 17 EU Certificate of Suitability (COSs), 13 Japanese DMFs, and two South Korean DMFs; with several APIs having filings in more than one of these areas. Additionally, Crystal brings sterile API capabilities that will complement AMRI’s sterile drug product business. Gadea’s portfolio further extends AMRI’s API development and manufacturing capabilities in steroids and hormones. Gadea is backward integrated to fermentation of certain steroidal and hormonal intermediates and further develops other families of non-steroidal final APIs. The acquisition augments AMRI’s sterile drug product offerings with the addition of ophthalmic and parenteral suspension dosage forms and prefilled syringe and lyophilization capability. The acquisition also expands AMRI’s offerings outside the US. Gadea has more than 400 customers selling into 70 countries. with approximately 80% of revenue in non-US markets. Gadea, based in Valladolid, Spain, just north of Madrid, operates a highly regarded API and finished dose development and manufacturing business with 2014 revenue of approximately $83 million.

The transaction was signed and closed simultaneously. AMRI financed the transaction through the issuance of 2.2 million shares ($43.8 million of value) of AMRI common stock, the assumption of $33.2 million of net debt, and $97.0 million cash consideration.

Source: AMRI