On 4 Aug., 2016, Shanghai Pharmaceuticals
Holding Co., Ltd. (Shanghai Pharm) made an announcement on its plan to
privatise Australian listed healthcare enterprise Vitaco Holdings Limited
(Vitaco, stock code: ASX:VIT). Through this acquisition, Shanghai Pharm aims to
carry forward its business layout and development in the international healthcare market.
Source: Baidu
Specifically, SIIC Medical Science and Technology (Group) Ltd. (SIIC),
wholly-owned subsidiary of Shanghai Pharm, will acquire Vitaco jointly with PV
Zeus Limited (Zeus), wholly-owned subsidiary of Primavera Capital Fund II L.P.
(Primavera, a global institutional investor founded in 2010). The purchase
price will be set at USD1.70 (AUD2.25) per share, in total:
-
Shanghai Pharm: funding USD142.19 million
(AUD188.00 million) for 60% of the shares
-
Primavera: funding USD94.54 million
(AUD125.00 million) for 40% of the shares
* Exchange rate: USD1.00=AUD1.3222, source from the People’s Bank of China on
27 Aug., 2016.
Additionally, SIIC, Zeus and Primavera also signed a Shareholders Agreement to
establish a joint venture (SIIC holds 60% of the shares and Zeus 40%) in Hong
Kong which will act as the executor in the privatisation of Vitaco.
Vitaco began as a healthcare company in
2007 as the merge of Healtheries of New Zealand Limited (a manufacturer of
comprehensive healthcare food & supplements founded in 1904) and Nutra-Life
Health Products, Inc. (a producer of supplement and sports nutrition founded in
1967 in New Zealand). The company was registered in Victoria, Australia and got
listed on the Australian Stock Exchange (ASX) on 16 Sept., 2015, stock price
set at USD1.59 (AUD2.10) in the initial public offering.
The company is mainly engaged in the
R&D, production and sale of healthcare products, sports nutrition and
healthcare food. Its products are mainly sold in Australia and New Zealand.
Additionally, its Healtheries series and Musashi series are available to the
Chinese market directly through E-commerce platform and indirectly through
Chinese dealers in Australia and New Zealand. In H1 2016, Vitaco generated a
total revenue of USD8.71 million (AUD11.52 million) from the Chinese market
(through direct and indirect sales channels).
Shanghai Pharm is one of the few listed
domestic enterprises that take a leading position in both pharmaceutical
production and distribution. In the whole of 2015, its total revenue achieved
USD15.92 billion (RMB105.50 billion).
Through the acquisition of Vitaco, Shanghai
Pharm aims to break into the healthcare industry, hunt for new sources of
profits and in the meantime, expand its business layout and development in the
international market in accordance with its development strategy. The
cooperation between the two parties is favorable for resource complementarity
and synergy so as to create healthcare product mix and knockout products that
can be put into mass production, given Shanghai Pharm’s rich online and offline
marketing channels as well as Vitaco’s high-quality products.
However, Shanghai Pharm also pointed out
some risks in this acquisition:
1. Whether this acquisition can be achieved
remains to be seen. This is mainly given the fact that this transaction still
needs approvals from directors in Shanghai Pharm, Australian Securities and
Investment Commission, Foreign Investment Review Board, New Zealand’s Overseas
Investment Office and the board of directors in Vitaco, as well as a hearing in
the court in Australia.
2. Vitaco may face risks from changes in
China’s regulations on cross-border E-commerce
3. There may be potential risks brought by
intensified competition in sports nutrition industry and changes in consumers’
habits and preferences.
This article comes from Vitamins China E-News 1608, CCM
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