Uría Menéndez advises on Almirall’s 200m capital increase and issue of 24 million shares

Uría Menéndez has advised Almirall on a share capital increase through the issuance of 24,390,243 newly-issued shares of the company, representing approximately 13.18% of its share capital (pre-money) and 11.65% (post-money), carried out through an accelerated book-built offer with exclusion of pre-emption rights and addressed to qualified investors, and 63.8% of which was subscribed by the Gallardo family.

The legal Madrid team has been formed by Javier Redonet (partner, M&A – capital markets); Violeta Pina (counsel, tax); Alfonso Bernar (managing associate, M&A – capital markets); Carmelo de Andrés (associate, tax); María de la Esperanza (trainee lawyer, M&A – capital markets).

Almirall (ALM) (the “Company”), a global biopharmaceutical company focused on skin care, today announced the pricing and closing of its €200,000,000 capital increase excluding shareholders’ pre-emptive subscription rights announced yesterday afternoon (the “Capital Increase”) following the completion of the accelerated demand process conducted by J.P. Morgan and BNP Paribas as Joint Global Coordinators and Joint Bookrunners.

As a result of the capital increase, the company has raised a total aggregate amount (including nominal amount and share premium) of 199,999,992.6 euros through the issue of 24,390,243 new ordinary shares of the company belonging to the same class and series as the shares currently outstanding (the “New Shares”). The nominal amount of the capital increase was 2,926,829.16 euros and the new shares will be issued at a price of 8.2 euros per new share (of which EUR 0.12 corresponds to the nominal amount and 8.08 euros to the issue premium), representing a discount of 5.7% on the last available trading price of the Company’s shares (i.e. 8.7 euros as at 12 June 2023).

The new shares represent approximately 13.18% of the company’s share capital before the capital increase and approximately 11.65% of its share capital after the capital increase.

As indicated in yesterday’s announcement, the Gallardo family, the indirect holder of approximately 59.66% of the Company’s share capital, has subscribed for 15,559,000 new shares in the capital increase through Grupo Plafín (“Grupo Plafín”) (a wholly-owned subsidiary of its holding company Grupo Corporativo Landon), thereby increasing its shareholding in the company following the capital increase to approximately 60.14% of the share capital following the capital increase.

Julia Gil