• Next step in implementing #FutureFresenius
• Divestment of Eugin Group simplifies portfolio 
• Proceeds create financial flexibility

Fresenius divests Eugin Group to global fertility group IVI RMA (a KKR portfolio company) and GED Capital for up to €500 million including earn-outs. Eugin is a global leader in fertility and reproduction services offering a comprehensive range of treatments and solutions for patients on their journey to parenthood. In 2022, Eugin generated sales of €227 million.

Michael Sen, CEO of Fresenius, said: “Today, we reached another milestone in the implementation of #FutureFresenius. The decision to divest Eugin comes after careful consideration, and we believe it is in the best interest of all parties involved. This will allow us to further prioritize and strengthen our efforts in our core business areas, which, in turn, will also benefit our patients. This transaction demonstrates our active portfolio management and underlines our commitment to a simplified structure, sharper focus and accelerated performance.”

“We are thrilled to add Eugin’s operations in the US and Canada to the IVI RMA group. Our ethos of compassionate, personalized care will help ensure we deliver a world-class patient experience and successful outcomes for more patients,” said Javier Sanchez Prieto, CEO of IVI RMA. “We are pleased to have partnered with GED in this creative transaction. We’re confident that our shared vision and complementary strengths make this partnership greater than the sum of its parts, allowing IVI RMA to continue its growth in North America and GED to invest behind a leading platform in Europe and Latin America.”

Subject to regulatory approvals, closing of the transaction is expected to take place in Q1 2024. 

The sale only comprises the Eugin Group. Fresenius Helios' well-established legacy business of fertility treatments in selected hospitals and outpatient centers of Quirónsalud and Helios Germany will remain with Fresenius Helios and continue to offer fertility treatments.

Lazard is acting as financial advisor and Freshfields Bruckhaus Deringer is serving as legal advisor to Fresenius.

About IVI RMA Global 
IVI RMA is a world-leading Reproductive Medicine group, backed by KKR. It is committed to providing evidence-based fertility solutions with the greatest chance of success in the shortest time necessary to patients seeking treatment anywhere in the world. IVI RMA employs more than 4,400 people across +150 locations in 14 countries. The group maintains a team of highly trained physicians as well as renowned scientists and researchers, aligned with its vision of pioneering in the field of Reproductive Medicine. 

About GED
GED is a Spanish, private, and independent asset manager, founded in 1996 by a group of professionals with large experience in the sector and with a consolidated industrial and management track record. It currently manages more than 1,000 million euros through different investment vehicles. This acquisition is the seventh transaction of the GED’s Fund VI, and the third within the health sector.
 

Fresenius sells its 70 percent stake in IDCQ CRP, a co-holding entity of the hospital Clínica Ricardo Palma in Lima, Peru. The stake is acquired by entities of the Verme family which already hold a stake in the hospital, together with other local investors. 

This exit from the hospital market in Peru is a further step to strengthening #FutureFresenius and is in line with the company's intention to divest certain assets announced earlier this year. Subject to antitrust review, the all-cash transaction is expected to close in the first quarter of 2024.

Fresenius Kabi has entered into a global license agreement to commercialize a Ustekinumab biosimilar candidate (FYB202) being developed by Formycon AG. The proposed biosimilar is currently in advanced clinical stage. FYB202 is a biosimilar candidate referencing Johnson & Johnson’s Stelara®*, a human monoclonal antibody that targets the cytokines interleukin-12 and interleukin-23 for treatment of immune-mediated disorders. Stelara is approved for treatment of moderate-to-severe plaque psoriasis, Crohn’s disease, ulcerative colitis as well as active psoriatic arthritis. The global license agreement gives Fresenius Kabi exclusive rights to commercialize the proposed Ustekinumab biosimilar product in key global markets.

*Stelara® is a registered trademark of Johnson & Johnson

Fresenius Kabi closed the majority stake acquisition of mAbxience Holding S.L. (“mAbxience”), a leading international biopharmaceutical company. The transaction was announced in March 2022.
 
The acquisition significantly strengthens Fresenius Kabi’s footprint in the biopharmaceuticals space by broadening the product portfolio and expanding its production network with three state-of-the-art facilities for the production of biologic drug substance. This will enable Fresenius Kabi to cover the entire biopharmaceuticals value chain in the future and create flexible, competitive capacities for the production of the expanded biosimilars portfolio. The additional production capacities are expected to generate significant cost synergies with regard to the company's own biosimilars portfolio. Furthermore, the acquisition enables further expansion in the high-growth CDMO (Contract Development and Manufacturing Organization) market for biologics.

The purchase price will be a combination of c. €495 million upfront payment and milestone payments, strictly tied to the achievement of commercial and development targets. The contractual provisions also include a put / call option scheme regarding the sellers’ and future co-owners’ remaining shares in mAbxience (45%). 
 

Fresenius Kabi closed the acquisition announced in March of Ivenix, Inc. (“Ivenix”), a specialized infusion therapy company. Ivenix adds a next-generation infusion therapy platform for the significant U.S. market to Fresenius Kabi’s portfolio and provides the company with key capabilities in hospital connectivity. The combination of Ivenix’s leading hardware and software products with Fresenius Kabi’s offering in intravenous fluids and infusion devices will create a comprehensive and leading portfolio of premium products, forming a strong basis to enable sustainable growth in the high-value MedTech space. The purchase price is a combination of US$240 million upfront payment and milestone payments, strictly linked to the achievement of commercial and operating targets.

• First steps in executing Fresenius Kabi’s “Vision 2026” growth strategy
  • Acquisition of majority stake in mAbxience significantly enhances Fresenius Kabi’s presence in high-growth biopharmaceuticals market 
  • Ivenix adds next-generation infusion therapy platform to transform product offering 
• Combined, these acquisitions will meaningfully increase the company’s scale over the next years and accelerate the Group’s growth 
• Acquisitions combined are expected to be broadly neutral to Group cash earnings per share¹ in 2022 and accretive by 2023 
• Transactions expected to close by mid-2022

¹ earnings before amortization and integration costs

Stephan Sturm, CEO of Fresenius, said: “Through these acquisitions we are further strengthening and leveraging Fresenius Kabi's position, as both perfectly complement the company's growth businesses in biopharmaceuticals and medical technology. We will continue allocating capital in a targeted manner to rigorously pursue the recently presented growth strategy of our health care Group which has defined Fresenius Kabi as top priority. In this way, we are creating even better conditions for providing ever better medicine to ever more people. At the same time, we create meaningful value for our shareholders.”

Michael Sen, CEO of Fresenius Kabi, said: “Expanding our MedTech business and broadening our presence in Biopharmaceuticals are key to our Vision 2026 program. Today’s announcements fit squarely into our plans. With the acquisition of Ivenix, we add the next generation infusion therapy platform; we complement and strengthen our existing infusion therapy offering and we create a superior portfolio for the US market. With mAbxience, we are making a step-change in our biopharmaceuticals profile. This is a highly complementary transaction in terms of biologics pipeline, manufacturing capabilities and the business model. mAbxience is two businesses in one company. mAbxience and Ivenix as portfolio advancements are good for patients, good for healthcare providers and our company.”
 

Acquisition of a majority stake in mAbxience significantly enhances Fresenius Kabi’s presence in high-growth biopharmaceuticals market

• Delivers on core growth vector “Broaden Biopharma” of “Vision 2026”
• Provides access to expertise and capabilities in one of the fastest-growing areas of healthcare, positioning Fresenius Kabi for accelerated medium- and long-term growth
• Follows a convincing industrial logic focused on a global, end-to-end vertically integrated biopharmaceuticals footprint
• Creates a strong partnership with excellent growth potential in attractive biosimilars market
• Comprises high-growth biologics Contract Development and Manufacturing (“CDMO”) market with three state-of-the-art biologics manufacturing facilities in Spain and Argentina
• Provides access to a highly cost competitive biologics manufacturing capacity with significant cost synergies expected for Fresenius Kabi’s biosimilars portfolio

Fresenius Kabi announced today that it has agreed to acquire a stake of 55% of mAbxience Holding S.L. (”mAbxience”). The purchase price will be a combination of €495 million upfront payment and milestone payments, strictly tied to the achievement of commercial and development targets.  The contractual provisions also include a put / call option scheme regarding the current owners’ remaining shares in mAbxience (45%).

mAbxience is a leading international biopharmaceutical company, focused on the rapidly developing biosimilars market. The company was founded in 2010 by Dr. Hugo Sigman and Dr. Silvia Gold as the biotechnology division of Insud Pharma S.L. mAbxience has established itself as a leader in the development and manufacturing of biological drugs, with two commercialized biosimilar products (Rituximab and Bevacizumab) and a mid-single-digit number of molecules across immunology and oncology expected to be launched globally in the years 2024 to 2029. This is supported by internal R&D laboratories and state-of-the-art manufacturing facilities in Spain and Argentina. In addition to highly competitive production costs for the internal programs, the manufacturing platform allows mAbxience to offer third party biological CDMO services, including a recent contract with AstraZeneca to produce the drug substance for its COVID-19 vaccine in Latin America. The company currently employs approximately 600 staff and generated sales of approx. €255 million in 2021. 

The acquisition of a majority stake in mAbxience follows Fresenius Kabi’s recently unveiled Vision 2026 strategy, delivering on one of the core growth vectors – to “Broaden Biopharma” – by expanding along the value chain and further enhancing the existing Fresenius Kabi biosimilars pipeline. 

Fresenius Kabi expects, through its in-house biosimilars programs and through its investment in mAbxience, to capture an overproportionate share of the underlying rapid growth in the biopharmaceutical market. Fresenius Kabi’s footprint in biopharmaceuticals will be significantly strengthened by broadening its biosimilars portfolio and by gaining access to the distinctive manufacturing capabilities of mAbxience. It will also allow Fresenius Kabi to provide end-to-end integrated biopharmaceutical solutions for customers from its state-of-the-art facilities.

mAbxience operates three state-of-the-art facilities for the production of biologic drug substance. This addresses a critical gap in Fresenius Kabi’s value chain, adding flexible, single-use biologic drug substance capacity that can be leveraged to provide competitive cost of production for the enlarged biosimilars portfolio. This manufacturing capability also offers end-to-end integrated biopharmaceutical solutions for customers and thus establishes a strategic foothold for Fresenius Kabi in the fast-growing biologic CDMO sector, complementing the existing small molecule API and fill & finish operations.

Once completed, the transaction is expected to deliver material operating and cost synergies for Fresenius Kabi, primarily driven by leveraging mAbxience’s manufacturing capabilities for Fresenius Kabi’s existing biosimilars business. 

The transaction remains subject to regulatory approvals and other customary closing conditions and is expected to close by mid-2022.
 

Ivenix strengthens Fresenius Kabi’s MedTech business and accelerates growth

• Delivers on core growth vector “Expand MedTech” of Vision 2026
• Provides next-generation infusion therapy platform for U.S. market
• Complements Fresenius Kabi’s global infusion therapy offering
• Provides Fresenius Kabi with key capabilities in hospital connectivity and creates new options for growth of MedTech business
• Significant scale and growth synergies expected

Fresenius Kabi announced today that it has agreed to acquire Ivenix, Inc. („Ivenix“), a specialized infusion therapy company. The purchase price will be a combination of US$240 million upfront payment and milestone payments, strictly linked to the achievement of commercial and operating targets.

Ivenix is a privately held company based in North Andover, Massachusetts, USA. The company has developed the technologically most advanced infusion system including a large volume pump (“LVP”) with administration sets, infusion management software tools, applications and analytics to inform care and advance efficiency. The Ivenix Infusion System’s innovative design and architecture sets a new standard in infusion safety, simplicity and interoperability. The system is centred around the patient and clinician and is designed to reduce infusion-related errors and drive down the total cost of ownership. After having received the U.S. Food and Drug Administration’s (FDA) approval, the Ivenix Infusion System was successfully launched in late 2021.

Ivenix’ Infusion System provides access to attractive growth potential for Fresenius Kabi in the large and growing infusion therapy market. The combination of Ivenix’ leading hardware and software products with Fresenius Kabi’s offerings in intravenous fluids and infusion devices will create a comprehensive and leading portfolio of premium products, forming a strong basis to enable sustainable growth in the high-value MedTech space.  

The transaction is subject to regulatory approvals and other customary closing conditions and is expected to close by mid-2022.
 

Financing and implications on Group financials

mAbxience is expected to be accretive to Group cash earnings per share (earnings before amortization and integration costs) right after closing. Ivenix is expected to be neutral to Group cash earnings per share in 2025 and accretive from 2026 onwards. 

Combined, these acquisitions are expected to be broadly neutral to Group cash earnings per share in 2022 and accretive as of 2023. 

The transactions are currently expected to be financed by cash flow and available liquidity. 
 

Conference Call 

A telephone conference on the acquisition of a majority stake in mAbxience Holding S.L. and the acquisition of Ivenix, Inc. will be held on March 31, 2022 at 1:30 p.m. CEST (7:30 a.m. EDT). All investors are cordially invited to follow the conference call in a live broadcast over the Internet at www.fresenius.com/investors. Following the call, a replay will be available on our website.

The Eugin Group, part of Fresenius Helios, acquires a majority stake in the Delaware Institute for Reproductive Medicine (DIRM), a renowned fertility center in the U.S. state of Delaware that has been established for 35 years. With this acquisition, Eugin further expands its existing network in the U.S. and expects to generate additional synergies and operational efficiencies. A number of key physicians will remain minority shareholders in DIRM. Both sides have agreed not to disclose financial details.

Quirónsalud, the largest private hospital group in Spain and part of Fresenius Helios, has signed agreements to acquire Centro Oncológico de Antioquia (COA) and Clínica Clofán, further expanding the company’s presence in Colombia. The clinics, located in Colombia's second largest city Medellín, will become part of Quirónsalud’s existing healthcare network in the country, which already comprises six hospitals and ten diagnostic centers.

COA is specialized in the diagnosis and treatment of cancer. It has 75 beds, four operating rooms, and specialized centers for nuclear medicine, radiotherapy and bone marrow transplants. Clínica Clofán is the second largest ophthalmic center in the city, with ten operating rooms and further dedicated facilities for treating even severe ophthalmic diseases and performing complex procedures.

Both clinics offer state-of-the-art medical standards and technology to their patients and are regarded as leading medical facilities with highly renowned physicians. Together they generate sales of around €30 million.

The acquisition is another important step in strengthening Fresenius Helios’ presence in the growing and consolidating healthcare services markets in Latin America.

The transaction is expected to close in the first quarter of 2022, pending anti-trust clearance of the Colombian authorities. Fresenius Helios expects the acquisition to be accretive to Fresenius’ Group net income  already in fiscal year 2022.

Fresenius Helios sells the clinic in Volkach near Würzburg, Germany, to Remedium Healthcare. A corresponding agreement on the 40-bed hospital also includes the transfer of two associated specialist centers in the region. The transaction is a first result of the ongoing strategic review and optimization of Helios' hospital portfolio. The transaction is expected to close by the first quarter of 2022 at the latest. Both sides have agreed not to disclose financial details.