PharmaZell and Novasep enter into exclusive negotiations in new drive to create a technology-driven leader for complex small molecules and ADCs of global scale.

PharmaZell, the German producer of highly resilient and specialty APIs, and France-based Novasep, a leading CDMO focused on complex small molecules and ADCs have entered into exclusive negotiations to create a leading European platform in the attractive API manufacturing and CDMO space with a complementary set of differentiated technologies and highly diversified base of blue-chip pharma and biotech customers.

Novasep is a leading CDMO player developing and manufacturing complex small molecules predominantly for pharma and biotech customers. The company leverages a wide range of differentiated technologies including high energy and cryogenic chemistries and industrial scale chromatography. It is a world leader in ADC and HPAPI, fast-growing targeted cancer therapy segments.

Novasep’s capabilities are highly complementary to PharmaZell’s expertise in the manufacturing of complex APIs requiring special handling procedures or technologies. Combining the two businesses would create a leading, highly diversified, and highly differentiated API manufacturing and CDMO platform. The combined business would be able to draw from a comprehensive and broad technology suite for complex molecules and a global production footprint to support pharma and biotech customers over the complete lifecycle of a drug. The combined business would generate nearly €500m of revenues and employ close to 2,000 employees across seven production and R&D sites in Europe (Germany, France and Italy), two sites in India and one in the US.

The proposed transaction would be backed by PharmaZell’s current majority shareholder Bridgepoint. Bridgepoint Group PLC is the world’s leading quoted private assets growth investor focused on the middle-market with €27 billion AUM and a local presence in the US, Europe and China.

The proposed acquisition remains subject to the fulfilment of customary conditions precedent for this type of transaction including the information and consultation of works councils and other regulatory approvals.

Dr. Sylke Hassel, CEO of PharmaZell who would lead the combined business, said: “We are very excited to partner with Novasep. The combined entity would serve our customers as a partner for complex molecules. Combining Novasep and PharmaZell, this new integrated approach would benefit our customers who would gain from the simplicity and efficiency of working with one company along the lifecycle of a drug. We look forward to bringing together our teams to deliver science and complex products to our customers and patients. We are committed to making this partnership a success.”

Dr. Michel Spagnol, CEO of Novasep who would join the Board of the combined business, said: “With PharmaZell, we have found a highly complementary partner from a technology, customer and capability perspective. The transaction would enhance our customer value proposition, increase diversification and allow the combined business to address a much larger customer need.”

Dr. Axel Herberg, Chairman of PharmaZell, added: “I am looking forward to the combination of two very successful organisations. We would create one great company, that would be world leading in its sector. Both organisations share the same values, quality focus and high ethical standards to serve our customers and the health care markets. I would be delighted to welcome Michel as a highly esteemed member to our Board.”

Christopher Brackmann, Partner and responsible for investment activities in DACH at Bridgepoint, said: “Combining the two companies would create a market leader of scale with a clear position as a technology-driven CDMO and API manufacturer focused on complex small molecules and ADCs. It is a great example of Bridgepoint supporting exceptional management teams to create a global champion. We are looking forward to supporting the combined business on its continued growth trajectory.”

Advisors involved in the transaction included

For Bridgepoint: Rothschild (M&A), OES Limited (M&A), Allen & Overy (legal), EY (financial & tax), Bain (commercial)

For NVHL SA: Jefferies (M&A), Cleary Gottlieb Steen & Hamilton (legal), EY (legal, financial & tax), LEK (commercial)