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September 16, 2021
Philip Morris International Announces Unconditional Offer for Vectura Group PLCdownload
- PMI has acquired or received valid acceptances for 74.77% shares in Vectura, and all other conditions have been satisfied or waived, making PMI’s offer unconditional in all respects
- PMI reaffirms commitment to using its resources and expertise to help Vectura grow its business and help PMI achieve its Beyond Nicotine ambitions
“We have reached an important milestone in our acquisition of Vectura and are pleased to have secured over 74% of the company’s shares, in excess of the 50% required to make our offer unconditional and PMI the majority shareholder," said PMI’s Chief Executive Officer,
PMI’s proposed acquisition of Vectura is part of its long-term strategy to move Beyond Nicotine and will provide support for Vectura’s continued growth.
- PMI will build on its leading scientific capabilities to develop products and services that go Beyond Nicotine. PMI aims to achieve at least
- PMI’s business model and strategy are driven by a long-term commitment to the transformation of its business. Since 2008, PMI has invested
- PMI's commitment to transform itself requires an evolution into adjacent business areas while applying its significant expertise in inhalation science to address unmet medical and consumer needs by delivering medical and wellness products that improve people's lives. This is a change that, like for so many other companies, reflects the need to transform to address the impacts of business on society and to move towards a net positive future, taking ESG as a key input into a sustainable strategy.
- PMI’s Beyond Nicotine strategy is built on two key growth areas: (1) inhaled therapeutics, where it has already committed resources to its development pipeline of inhaled over-the-counter and prescription drugs; and (2) developing and commercializing scientifically substantiated consumer health products and solutions that improve people’s lives in areas like energy, sleep, calm, and focus.
- PMI has the resources, commitment, and patience to advance Vectura’s existing strategy, further it geographically, and extend into the development of proprietary inhaled therapeutic products, alongside the existing contract development and manufacturing organization (CDMO) business. The market for inhaled therapeutics is growing rapidly, with significant potential to expand into new application areas beyond the current market offering. With PMI’s support, Vectura is well-positioned to address this market growth.
- PMI intends to ensure Vectura remains a trusted partner in the pharmaceutical industry for the development of inhaled therapeutic products, providing the best possible treatments for providers, prescribers, and their patients. PMI strongly supports and is aligned with Vectura’s strategy of delivering drugs through inhalation using innovative technologies that can effectively address many of today’s unmet medical needs recognizing that the inhalation mode of administration allows for fast systemic absorption, potential fast onset of effect, and a better safety profile due to the lower dose needed compared to the standard of care today.
- PMI intends to increase the total level of expenditure on research and development and believes that this will further benefit Vectura’s differentiated technologies and development expertise for the delivery of complex inhaled therapeutics, helping to bring the initial pipeline of Beyond Nicotine concepts that PMI has developed or acquired to market. This will exemplify PMI’s strategy and give increased confidence in its transformation to the scientific community and to the public. Beyond supporting Vectura’s growth, PMI believes these investments will support the scientific ecosystem in the
- Operating Vectura as an autonomous business unit forming the backbone of its inhaled therapeutics business, PMI believes Vectura will have the opportunity and tools to undertake the end-to-end development of inhalable drug-device combinations and will provide access to PMI’s capabilities in areas such as pre-clinical safety, clinical development, regulatory affairs, drug safety, market access, and global reach.
- We look forward to working with Vectura’s scientists to establish a governance structure that supports its ongoing scientific efforts.
Vectura is a provider of innovative inhaled drug delivery solutions that enable partners to bring their medicines to patients. The company has 13 key inhaled products and 11 non-inhaled products marketed by major global pharmaceutical partners, as well as a diverse portfolio of partnerships for drugs in clinical development. In 2020, Vectura generated net revenues of
PMI expects the impact of the acquisition on its full-year 2021 adjusted diluted EPS to be immaterial.
Forward-Looking and Cautionary Statements
Statements in this press release that are not strictly historical, including statements regarding the acquisition of Vectura, the expected timetable for completing the transaction, future financial and operating results, benefits and synergies of the transaction, future opportunities for the combined businesses, and any other statements regarding events or developments that we believe or anticipate will or may occur in the future, may be “forward- looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995, and involve a number of risks and uncertainties.
There are a number of important factors that could cause actual events to differ materially from those suggested or indicated by such forward-looking statements, and you should not place undue reliance on any such forward-looking statements. These factors include risks and uncertainties related to, among other things: (1) the possibility that the integration of Vectura and its operations with those of PMI may be more difficult and/or take longer than anticipated, and may not accelerate PMI’s desired entry into additional smoke-free and Beyond Nicotine platforms as quickly as anticipated; (2) the possibility that Vectura’s integration into PMI may be more costly than anticipated and may have unanticipated adverse results relating to Vectura or PMI’s existing businesses; (3) the inability to consummate the acquisition in a timely manner; (4) the inability to complete the acquisition of 100% of the shares in Vectura; (5) the inability to gain access to differentiated proprietary technology and pharmaceutical development expertise as anticipated by the acquisition of Vectura; (6) the effect of the announcement of PMI’s acquisition of Vectura on PMI’s, Vectura’s, or the combined company’s respective business relationships, operating results, and business generally; (7) risks associated with third-party contracts containing consent and/or other provisions that may be triggered by the proposed acquisition; (8) negative effects of the announcement or the consummation of the acquisition on the market price of PMI’s common stock; (9) the ability of PMI to hire and/or retain key personnel of Vectura; and (10) other factors that may affect future results of the combined company described in the section entitled “Risk Factors” in PMI’s Annual Report on Form 10-K for the fiscal year ended
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Source: Philip Morris Internationa