Dechra Pharmaceuticals PLC’s £37.8 Million Acquisition of Laboratórios Vencofarma do Brasil Ltda

Venable, Dias Carneiro and Baptista Luz Advogados advised on the deal

Dechra executed the acquisition of the entire share capital of Laboratorios Vencofarma do Brasil Ltda (Venco, acquisition), a company based in Londrina, Brazil for a total consideration of R$185m (£37.8m)1 on a cash free / debt free basis. Revenue in the year to 31 December 2017 was R$65.0 million (£11.6 million)1. The acquisition will be financed from the Group’s existing cash and borrowing facilities. Completion is expected in November following the satisfaction of a number of customary conditions precedent.

Venco has a large portfolio of Vaccines and other Food producing Animal Products (FAP) which it sells predominantly within Brazil, and also in other South American and international markets. It also has a small range of Companion Animal Products (CAP) vaccines and pharmaceuticals, which are sold mainly on the Brazilian market. Overall it has over 200 current product registrations. Brazil is the fourth biggest FAP market in the world, and Vaccines is the fastest growing therapeutic area within FAP globally.

The acquisition provides Dechra with a strategically significant presence within the rapidly growing Brazilian and South American markets. The Londrina site, in the state of Parana, houses all the Venco business functions, including product development, manufacturing operations, sales and marketing and regulatory affairs. The site has enjoyed a period of recent significant investment in manufacturing operations, which has materially upgraded the facilities which have achieved regulatory licenses to operate.

Dechra will invest significantly over the next 2 to 3 years to develop the business and its presence in South America, will continue to develop the existing Venco pipeline and registrations, register relevant Dechra products and establish the Dechra brand in the region.

Venco will be managed by Dechra’s International business, and reported within EU Pharmaceuticals. The majority of the existing management team will remain with the business and will continue the day to day management of the business. A project management team comprising local contract employees and existing Dechra staff will support the integration work streams over the coming months as Dechra standards are applied throughout the company.

In US, Venable advised Dechra Pharmaceuticals PLC with Anthony J. Rosso and Christopher M. Vaughn.

In Brazil, Dias Carneiro Advogados advised Dechra Pharmaceuticals PLC with Eduardo Turkienicz, Artur Fernandes Andrezo, Débora Trovões Cabral, Rodrigo Murussi and Marina de Camargo Panteado.

Baptista Luz Advogados advised Laboratórios Vencofarma do Brasil Ltda with Luís Felipe Baptista Luz and Diogo Perroni Carvalho.

Involved fees earner: Luis Felipe Baptista Luz – Baptista Luz Advogados; Diogo Perroni Carvalho – Baptista Luz Advogados; Eduardo Turkienicz – Dias Carneiro Advogados; Artur Fernandes Andrezo – Dias Carneiro Advogados; Débora Trovões Cabral – Dias Carneiro Advogados; Rodrigo Murussi – Dias Carneiro Advogados; Anthony Rosso – Venable LLP; Christopher Vaughn – Venable LLP;

Law Firms: Baptista Luz Advogados; Dias Carneiro Advogados; Venable LLP;

Clients: Dechra Pharmaceuticals PLC; Laboratórios Vencofarma do Brasil Ltda;

Author: Ambrogio Visconti