Robin Pagnamenta, Healthcare Industries Correspondent
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Guy Hands, the City financier plotting a £10 billion bid for Alliance Boots, has gained access to the company’s accounts and has begun due-diligence work.
Terra Firma, Mr Hands’s private equity firm, obtained copies of the retailer’s books on Saturday and a team of financiers has been working on them over the weekend.
The private equity firm — which has teamed up with Wellcome Trust, Britain’s biggest medical research charity — is in a race against time with a partnership of Stefano Pessina, Alliance Boot’s deputy chairman, and Kohlberg Kravis Roberts (KKR), which is expected to launch a formal offer of its own at £11.4 billion, or £10.40 a share, within days.
KKR is believed to have accelerated its plans because of the interest shown by Terra Firma, which is being advised by Lehman Brothers, the investment bank, and by Gleacher Shacklock, the corporate finance boutique.
A successful takeover by either bid consortium would be Europe’s largest leveraged buyout and the first of a FTSE 100 company.
The due-diligence process is expected to take at least three weeks, although Terra Firma will be eager to complete it as quickly as possible because KKR’s plans are much more advanced.
KKR has been exploring the possibility of a takeover of Alliance Boots since last year and first presented its proposals to Mr Pessina, who owns 15 per cent of the company’s shares, 2½ months ago.
Concerns have been raised about how easily Mr Hands will be able to pull off a deal without Mr Pessina’s support.
Terra Firma has a clause in its limited partnership agreement, which says that the firm must have at least 50.1 per cent control of any buyout — a situation that has raised questions about its ability to raise sufficient debt.
Any prospective buyer is thought to need £3 billion to £4 billion of equity to do the deal and Terra Firma’s biggest transaction so far has been worth far less than this.
Alliance Boots, formed last year from the £7 billion merger of Alliance UniChem and Boots, has about 2,600 healthcare stores in the UK and 400 overseas, as well as a pharmaceutical wholesaling business with 380 depots across Europe. It has annual sales of about £13 billion and last month said that its results for the year to March 31 were likely to be in line with expectations, with underlying like-for-like UK revenue growth of about 2.3 per cent.
A third prospective bidder is waiting in the wings in the form of Celesio, the German pharmacy group, which owns the Lloyds Pharmacy chain in Britain.
Celesio is understood to have approached private equity firms including Blackstone, Texas Pacific, CVC, Cinven and Permira to form a rival offer of its own. However, its efforts have been hampered because it would face regulatory problems on competition grounds.
KKR, Alliance Boots and Terra Firma declined to comment.
Pharmacy queue
March 9 Alliance Boots admits takeover approach, later revealed to be backed by KKR and Stefano Pessina, executive deputy chairman and 15 per cent shareholder
March 12 Retailer’s board rejects £10-a-share offer at emergency meeting
March 28 A rebranding of 900 community pharmacy stores is revealed, as the group’s positive trading update shows sales on track
March 30 Board agrees to open books to KKR/Pessina party on £10.40 indicative offer
April 8 Terra Firma and The Wellcome Trust emerges as possible rival bidder
April 14 Terra Firma/Wellcome Trust wins access to accounts
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