Faes Farma (FAE) M&A Announcement summary

Deal rationale and strategic fit

• Acquisition aligns with 2030 M&A strategy, consolidating leadership in ophthalmology and expanding international reach, especially in Europe and key markets like Spain, Mexico, and the Gulf.

• SIFI's innovative, diversified portfolio, including Akantior for ultra-rare keratitis, complements existing operations and expands reach to over 60 countries.

• Entry into ophthalmic surgery and rare disease segments enhances global positioning and portfolio diversification.

• SIFI's manufacturing and CMO business offer high-margin, scalable operations with limited competition.

• The deal supports ambitions to reach €1 billion in sales and 12% CAGR by 2030, with ophthalmology representing about 20% of pro-forma revenue.

Financial terms and conditions

• 100% of SIFI acquired for €270 million enterprise value, paid fully in cash and funded by committed debt financing, with Net Debt/EBITDA below 2x.

• Earnouts for Akantior tied to sales milestones in Europe (up to €50.5 million by 2041) and the US (upfront €30 million plus tiered royalties until loss of exclusivity/patent expiry).

• Immediate EPS accretion from year one; dividend policy (50% payout) remains unchanged.

• Transaction funded with debt, with rapid deleveraging expected and financial discipline maintained.

Synergies and expected cost savings

• Complementary product portfolios and commercial networks, especially with Edol and Bilastine, enable cross-selling and market expansion.

• R&D and operational synergies expected to accelerate innovation, efficiency, and organic growth.

• SIFI's CMO contracts guarantee recurring revenues of €20 million annually, supporting cost efficiencies and margin improvements.

• Projected EBITDA margin accretive by 2026, with pre-synergy benefits.

• Projected to be EPS accretive from year one, even before realizing full synergies.