Dishman to acquire Solutia's pharmaceutical services business

Dishman Pharmaceuticals & Chemicals Ltd has reached a definitive agreement to purchase the pharmaceutical services business of Solutia Inc, comprising Carbogen AG and AMC1S AG. Rabo India Securities (a 100 per cent subsidiary of Rabo India Finance Pvt Ltd) is the sole financial and strategic advisor to the company on the transaction.

Under the terms of the agreement, the company will purchase 100 per cent of the stock of Carbogen AG and AMC1S AG from Solutia Europe SA / NV (SESA), as well as some other assets used in the pharmaceutical services business, for $74.5 million, which includes working capital of $8 million.

This is one of the largest overseas acquisitions made by the Gujarat-based company. Carbogen-AMC1S is a leading pharmaceutical services provider, offering a broad portfolio of drug development and commercialisation services to the pharmaceutical and biopharmaceutical industry at all stages of drug development since 1982.

It has world-class research and development facilities at three sites in Switzerland: Aarau, Bubendorf, and Neuland. Carbogen-AMC1S differentiates itself by the quality of its technical capabilities and its integrated platform, which provides seamless solutions to the world's leading pharmaceutical and biotechnology companies.

During the year 2005, the business had a turnover of approximately CHF80 million. As a result Carbogen-AMC1S has developed a strong, customer base among medium-sized pharmaceutical and biopharmaceutical companies. All intellectual property, patents and trademarks, customer contracts, as well as employees of the pharmaceutical services business have been included in the transaction.

The company will enhance the business prospects of Carbogen-AMC1S by driving synergies between the two companies. Expanding the product suite and renewing the focus on key accounts will enhance the scale of operations. Jointly, the Indian and Swiss businesses can serve the entire drug life cycle of 15-20 years. The company also hopes to leverage its competency in operational efficiency in India to improve margins in the Swiss operation. This acquisition will boost the company's contract manufacturing business from carbogen customers and Dishman will now be the only contract manufacturing organisation in India with high potency manufacturing capability.

This transaction is subject to removal of the restrictions related to the sale under SESA's Euronotes, authorisation by the bankruptcy court overseeing Solutia's reorganisation, and government and regulatory approvals.