Jones Day has advised Diaxonhit, a French biotechnology company listed on Alternext and specialized in in vitro diagnostics, in connection with its acquisition of Capforce Plus (Eurobio) for EUR 28.9 million in cash and stock.
The Company acquired the entire capital of Capforce Plus from Jean-Michel Carle, Chief Executive Officer of Eurobio, Denis Fortier, Managing Director of Eurobio, and their families, who hold, directly and indirectly, 54% and 46% of the capital of this holding.
At the end of the contribution, Jean-Michel Carle and Denis Fortier hold 17.85% and 15.25% respectively of the Company’s share capital. They have not foreseen any particular agreement organizing a joint action. Shares received as remuneration for the contribution are subject to a declining conservation commitment over a period of three years, with sales subject to a volume constraint.
The completion of the acquisition of Capforce Plus was also subject to customary suspensive conditions, all of which were fulfilled. It is also specified that the eventual completion of the proposed acquisition by Eurobio of a US SME involved in the field of diagnosis has not been finalized and the suspensive condition concerned has been lifted by the parties.
Eurobio develops, produces and markets reagents for biomedical diagnostics and research in the field of life sciences. With 67% of its revenues generated by the distribution of third-party products in 2015 (2,176 products in portfolio), Eurobio is now the second largest distributor in France. Eurobio also owns a range of proprietary products that account for 33% of sales in 2015 (424 products in the portfolio). In 2015, Eurobio generated revenue of € 15 million, with sustained growth (+ 10% on average since 2013), EBITDA of € 1.9 million and net income € 1.1 million.
Jones Day has advised Diaxonhit on the deal with a team led by Geoffroy Pineau-Valencienne.
Involved fees earner: Geoffroy Pineau-Valencienne – Jones Day;
Law Firms: Jones Day;