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September 20, 2013
BASF announces cash offer to acquire Verenium
BASF SE (Ludwigshafen, Germany; www.basf.com)says that its U.S. affiliate, BASF Corp., has entered into an agreement to commence a cash tender offer for all of the outstanding shares of common stock of the biotechnology company Verenium Corp. (San Diego, Calif.) for $4.00 per share. Based on all outstanding shares and including all net financial liabilities, the enterprise value would be approximately $62 million (approximately €48 million). Verenium generated sales of $57 million in 2012.
The offer corresponds to a premium of 56% above the volume-weighted average share price for Verenium’s shares in the six months prior to announcement of the transaction. The tender offer is subject to customary closing conditions, including the acquisition of a majority of Verenium’s shares outstanding as of the closing of the tender offer. The acquisition is expected to close in the fourth quarter of 2013. BASF will finance the transaction out of operating cash.
The transaction has been unanimously approved by the Boards of Directors of both companies. Each of the directors and certain officers of Verenium have entered into support agreements and will tender all their shares.
Enzymes are proteins that act as catalysts, enabling or accelerating biological and chemical processes. They are used in the development of sustainable solutions in a variety of applications, such as detergents, human and animal nutrition. Combining Verenium’s scientific and technological excellence with BASF’s enzyme activities and its global access into all relevant markets will strengthen BASF’s footprint in the strategic enzyme growth market.