CB Biotechnologies, Inc.

Following two unsolicited takeover proposals, contract manufacturer Future Pak through its affiliate CB Biotechnology inked a definitive agreement to acquire Montreal-based Theratechnologies.Future Pak's acquisition strategy marks a pivotal expansion for the nearly 50-year-old firm into direct pharmaceutical ownership. “The addition of the Theratechnologies' portfolio will expand our reach, drive further growth and enhance patient access,” said Nirav Patel, chief growth officer at Future Pak.As part of the deal, CB Biotech will acquire all issued and outstanding common shares of Theratechnologies for $3.01 per share in cash plus contingent value rights (CVRs) potentially worth up to $1.19 per share tied to the latter’s profitability milestones for HIV franchises Egrifta SV (tesamorelin) and Trogarzo ((ibalizumab). The total transaction is estimated to be $254 million, assuming full CVR payment achievement.The cash offer represents a 126% premium, and the total cash plus maximum CVR value a 216% premium, over Theratechnologies’ Nasdaq closing price on April 10. Future Pak will fund the transaction using a mix of debt and cash on hand, backed by a $220-million credit facility with minimal conditions. After closing, the company will go private, delist from the Toronto Stock Exchange and Nasdaq, and deregister with the US and Canadian securities regulators.