Deal Announcement 01/18: Pharma & MedTech

The Deal

PwC M&A is pleased to announce the successful closing of the contribution of BASF Plant Science GmbH’s (“BPS”) 100% subsidiary Metanomics Health GmbH (“Metanomics Health”) into Biocrates Life Sciences AG (“Biocrates” or the “Company”), an internationally renowned developer of targeted metabolic phenotyping solutions. BPS entered into an agreement with the existing shareholders of Biocrates to combine the complementary capabilities and market positions of both companies and completed the transaction on 2nd January 2018. PwC M&A acted as financial advisor to BASF SE, the ultimate parent company of Metanomics Health, on this transaction.

Having supported Metanomics Health during the phase of building up expertise in human health diagnostic applications based on an in-house developed platform as well as a broad and advanced pipeline of new diagnostic biomarkers up to a stage close to potential market introduction, BASF had decided to find a new majority owner for Metanomics Health. Apart from setting up of and managing an international structured sales process as financial advisor, PwC also provided services for preparation of pro-forma financials and commercial review of the market potential of Metanomics Health’ products.

Given the complementary nature of Biocrates and Metanomics Health, BPS and the shareholders of Biocrates, led by MIG Verwaltungs AG (“MIG”), decided to join forces and integrate Metanomics Health through a capital increase in kind into Biocrates. The joint company will focus on three main pillars – enablement business as fee-for-service to industrial and research clients, standardized research KITs as product business as well as development and (co-)marketing of proprietary biomarkers. BPS has also invested into Biocrates to further support the future development of the Company.

BASF SE

BASF combines economic success with environmental protection and social responsibility. The approximately 114,000 employees in the BASF Group work on contributing to the success of their customers in nearly all sectors and almost every country in the world. The portfolio of BASF is organized into five segments: Chemicals, Performance Products, Functional Materials & Solutions, Agricultural Solutions and Oil & Gas. BASF generated sales of about €58 billion in 2016. BASF shares are traded on the stock exchanges in Frankfurt (BAS), London (BFA) and Zurich (BAS). Further information at www.basf.com.

Metanomics Health GmbH

Metanomics Health was established 2003 in Berlin to expand metabolite profiling into healthcare-related applications. It is a biomedical research and development company focusing on innovative and IP-protected biomarkers for indication areas with high unmet medical needs. The company owns a strong enabling technology platform with a promising product portfolio. The platform can be utilized to identify and validate specific biomarkers for the use as a MS-based test as well as IVD-based kit version with two close-to-market test panels established and the potential to improve pharma drug development processes at various stages.

Biocrates Life Sciences AG

Biocrates, founded 2002 in Innsbruck, Austria, is a developer of targeted metabolic phenotyping solutions and provides analytical services for pharma companies. Next to its standardized KITs as an enabler for the comprehensive analysis of metabolites, Biocrates also develops biomarkers as a diagnostic tool for the early detection of fatal diseases as well as a means for effective drug therapy monitoring.

PwC

The global PricewaterhouseCoopers network is a worldwide association of independent auditing and consulting companies which together employ more than 195,000 employees in 157 countries. Our global network comprises nearly 1,550 M&A professionals all over the world, realizing approx. 390 successful transactions per year. We specialize in a wide range of independent M&A services including advice on acquisitions and disposals, mergers, public takeovers, privatisations as well as structured financing.

The PwC M&A team in Germany acted as exclusive financial advisor to the shareholders of Metanomics Health.

The PwC M&A deal team consisted of Alexander Wenzel (Director), Nicolas Kreuziger (Manager), Ingo Czyganowski (Senior Consultant), Viktoria Benning (Consultant), Jan Philip Huber (Consultant) and Yixin Hu (Consultant).