Takeda to Acquire Multilab, Enhancing its Business Infrastructure in Brazil

OSAKA, Japan, and SAO JERONIMO, Brazil, May 25, 2012 /CNW/ - Takeda Pharmaceutical Company Limited (Osaka, Japan, "Takeda") and Multilab Industria e Comercio de Produtos Farmaceuticos Ltda. (Rio Grande do Sul, Brazil, "Multilab") today jointly announced that both parties have signed an agreement whereby Takeda Farmaceutica Brasil Ltda. (Sao Paulo, Brazil, "Takeda Brazil"), a wholly-owned subsidiary of Takeda, aims to acquire Multilab.

Takeda expects that the transaction will be finalized by the end of 2Q of its fiscal year 2012. Under the agreement, Takeda Brazil will acquire Multilab in cash for Brazilian Real (BRL) 500 million upfront and up to BRL 40 million in additional future milestone payments to the owners of Multilab. Other financial conditions were not disclosed.

Multilab is a mid-sized pharmaceutical company with annual net revenues of BRL 140 million in 2011. Its business consists of branded generics and OTC (over-the-counter) pharmaceutical products. Retail sales for the company grew in excess of +20% p.a. over the period 2009 - 2011.

Takeda has an established presence in Brazil, manufacturing and marketing both prescription drugs as well as well-known brands such as Neosaldina^® (analgesic), Eparema^® (digestive) and Nebacetin^® (anti-bacterial) comprising its OTC portfolio.

The acquisition of Multilab will position Takeda as one of the top ten pharmaceutical companies in Brazil⁽¹⁾, enriching its offering to better cater to the diverse needs of the Brazilian population. Multilab's leading products include Multigrip^®, the country's best-selling OTC product for cold and flu treatment in units⁽²⁾, which Takeda believes will be an excellent addition to its existing OTC product line in Brazil.

Multilab has well established distribution through regional wholesalers and small to mid-sized independent pharmacies, in particular in emerging regions of the country, which is expected to complement Takeda's strong relationships with major wholesalers, key chains and pharmacies in more established cities and state capitals.

"This acquisition significantly reinforces Takeda's position in Brazil, which is the world's sixth largest economy and the biggest in South America," said Jostein Davidsen Corporate Officer, Head of Emerging Markets Commercial Operations for Takeda. "Takeda has ambitious plans for growth in emerging markets. Brazil is our second largest emerging market after Russia/CIS in terms of revenues and the acquisition of Multilab is a clear signal of our intention to become a significant player both in Brazil and other high-growth markets."

"Multilab will benefit from becoming part of the Takeda group, enabling the company to reinforce its market position and reach more patients with its key products in Brazil," said Hilton Cavedon, Executive Director of Multilab.

Takeda does not expect to revise earnings guidance for its 2012 fiscal year in connection with this acquisition.

Key Strategic Benefits

Takeda expects the acquisition of Multilab will:

• Strengthen Takeda's strategic position in Brazil, diversifying its portfolio to better meet the needs of the local market, and the emergence of the middle class consumer.
• Take advantage of Multilab's strong regional distribution network and coverage of high growth markets in Brazil, such as the Northeast region of the country.
• Allow Takeda to complement its existing OTC portfolio with important products, such as Multigrip^®, Brazil´s best-selling cold and flu remedy in units.

1. Acquisition Summary

(1)    Acquiring company: Takeda Farmaceutica Brasil Ltda

(2)    Owners of Multilab: Mr. Genesio Cervo and Ms Rejane Gobbi

(3)    Payment: Cash

(4)    Acquisition amount: Brazilian Real 500 million (excl. conditional/milestone payments)

(5)    Planned date of completion: by the end of Q2 FY2012 of Takeda

(6)    Financial advisor to Takeda: J.P. Morgan Securities LLC

(7)    Legal advisor to Takeda: Mattos Filho Veiga Filho Marrey Jr. e Quiroga Advogados

(8)    Financial advisor to Multilab: BTG Pactual

(9)    Legal advisor to Multilab: Pinheiro Neto Advogados

2. Profile of Multilab

(1)    Corporate Name: Multilab Indústria e Comercio de Produtos Farmaceuticos Ltda.

(2)    Location: Sao Jeronimo/Rio Grande do Sul, Brazil

(3)    Representative: Executive Director, Hilton Cavedon

(4)    Year of establishment: 1988

(5)    Capital stock: 41,750 thousand Brazilian Real

(6)    Number of employees: Approximately 650

(7)    Relationship with Takeda: No matters to report regarding capital, personal and transactional relationship between Takeda and Multilab

About Takeda Pharmaceutical Company Limited

Located in Osaka, Japan, Takeda is a research-based global company with its main focus on pharmaceuticals. As the largest pharmaceutical company in Japan and one of the global leaders of the industry, Takeda is committed to striving toward better health for patients worldwide through leading innovation in medicine. Additional information about Takeda is available through its corporate website, http://www.takeda.com.

About Multilab Industria e Comercio de Produtos Farmaceuticos Ltda.

Founded in 1988, Multilab is among the leading companies of national capital of the Brazilian pharmaceutical market, with headquarters in Sao Jeronimo, Rio Grande do Sul. Over the years, it has been consistently investing in its manufacturing operation, in people and the expansion of its portfolio, including OTC, RX, Generic Line and Hospital. For more information, visit the company's corporate site: http://www.multilab.com.br

1. Combined ranking based on IMS PMB Mar'12 YTD
2. R05A0 - IMS PMB Mar'12 YTD in Units
   
   

For all press enquiries please contact: Takeda Pharmaceutical Company Limited: Public Relations and Investor Relations, [phone]; European media, Tobias Cottmann, [phone], [email protected]; Takeda Brazil (Burson Marsteller): Natalia Fernandes - [email protected], Fabiana Delgado - [email protected], [phone]; Multilab : Gustavo C. Veber, Commercial Director , [phone], [email protected]