MedCap AB (publ) (OM:MCAP) made a tender offer to acquire AdderaCare AB (OM:ADDERA) from a group of shareholders and others for approximately SEK 120 million on November 17, 2022. MedCap offered SEK 3.60 in cash per share for each share of AdderaCare. The offer is not subject to any financing conditions and will be financed through cash available to MedCap. The offer is not expected to have significant impact on the local operations of AdderaCareÆs subsidiaries, including the management teams and employees and their employment terms.
The offer is conditional upon acceptance of minimum 90% stake in AdderaCare. MedCap intends to initiate a compulsory buy-out upon acquisition of more than 90% stake in AdderaCare. Hans Andersson privately and through entities, Jan Kvarnstr÷m, Sannaskogen AB, Prosus Capital AB, Prosus AB and Ampere i Malm÷ AB, who together hold approximately 34.41% and Linc AB (publ), holding 8,212,500 shares, corresponding to approximately 24.36% of the shares and votes in AdderaCare, have undertaken to accept the offer. The Board of Directors of AdderaCare has unanimously decided to recommend the shareholders of AdderaCare to accept the offer. The offer is subject to all necessary clearances, approvals, decisions and other actions from authorities or similar, including approvals from competition authorities, being obtained, in each case on terms which that are acceptable for MedCap. MedCap conducted a limited confirmatory due diligence review of AdderaCare. The acceptance period for the offer is expected to begin on or about December 2, 2022 and expires on or about December 23, 2022. The offer is expected to be attractive for AdderaCare and its shareholders and will create value for the shareholders of MedCap.
KANTER Advokatbyrs KB is legal advisor to MedCap in connection with the offer.