Avid Bioservices Files Investor Presentation Highlighting Value Maximizing Transaction with GHO and Ampersand
Avid Urges Stockholders to Vote FOR the Pending Transaction TODAY
TUSTIN, Calif., Jan. 08, 2025 (GLOBE NEWSWIRE) -- Avid Bioservices, Inc. (NASDAQ: CDMO) ("Avid" or the "Company"), a dedicated biologics contract development and manufacturing organization ("CDMO") working to improve patient lives by providing high quality development and manufacturing services to biotechnology and pharmaceutical companies, today posted an investor presentation in connection with its pending transaction with GHO Capital Partners LLP ("GHO") and Ampersand Capital Partners ("Ampersand") on its investor relations website.
Highlights of the presentation include:
-- The transaction with GHO and Ampersand delivers significant, immediate
and certain cash value to Avid stockholders:
-- The transaction presents a significant premium to the Company's
share price across multiple time periods, including a 63.8%
premium to its closing price on June 4, 2024, the last trading day
prior to GHO and Ampersand's initial proposal;
-- The robust implied multiples exceed the trading multiples of all
selected publicly traded comparable companies;1 and
-- The transaction delivers a meaningful premium relative to the
Company's intrinsic value, representing a 24.9% premium to the
midpoint of the Company's discounted cash flow analysis based on
management's probability-adjusted five-year plan, which is
significantly higher than the consensus of its peers.
-- The robust process conducted by the Avid Board of Directors maximizes
value for stockholders:
-- The Board rejected GHO and Ampersand's two initial proposals (June
5 Initial Proposal and June 23 Revised Proposal) before engaging
in further sale discussions with GHO and Ampersand and authorizing
outreach to other potential parties;
-- The Board directed Moelis to run a process that included the 24
strategic and financial parties most likely to be interested in
the sale of the Company; and
-- The competitive process included seven parties conducting
diligence under NDA and two preliminary bids, before entering
final negotiations and resulting in the proposed transaction with
GHO and Ampersand.
-- The transaction de-risks for stockholders Avid's future as a standalone
company:
-- There are a range of tailwinds and challenges facing the biologics
manufacturing industry that the market had already priced in prior
to the sale announcement;
-- While Avid has made a number of strategic investments in the
business over the last several years, more funding and investment
is needed to capitalize on the Company's growth potential; and
-- Financial analysis of Avid's probability-adjusted five-year plan
indicate that the Company's growth prospects were below its own
previous guidance as well as analysts' consensus.
The presentation has also been filed with the U.S. Securities and Exchange Commission (the "SEC"). The Special Meeting to vote on the transaction is scheduled for January 30, 2025, and Avid stockholders of record as of December 11, 2024, are eligible to vote at the Special Meeting.
VOTE TODAY
The Avid Board of Directors Unanimously Recommends
that Avid Stockholders Vote "FOR" the proposed transaction
with GHO and Ampersand.
Vote TODAY online, by telephone or by signing and
returning the enclosed proxy card.
If you have questions or need assistance voting your
shares, please contact:
MacKenzie Partners, Inc.
7 Penn Plaza
New York, New York 10001
U.S. & Canada Toll-Free: 1-800-322-2885
Elsewhere Call Collect: +1-212-929-5500
Or
Email: proxy@MacKenziePartners.com
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Advisors
Moelis & Company LLC is serving as exclusive financial advisor to Avid, and Cooley LLP is serving as legal counsel to Avid.
About Avid Bioservices, Inc.
Avid Bioservices (NASDAQ: CDMO) is a dedicated CDMO focused on development and CGMP manufacturing of biologics. The Company provides a comprehensive range of process development, CGMP clinical and commercial manufacturing services for the biotechnology and biopharmaceutical industries. With more than 30 years of experience producing biologics, Avid's services include CGMP clinical and commercial drug substance manufacturing, bulk packaging, release and stability testing and regulatory submissions support. For early-stage programs the Company provides a variety of process development activities, including cell line development, upstream and downstream development and optimization, analytical methods development, testing and characterization. The scope of our services ranges from standalone process development projects to full development and manufacturing programs through commercialization. www.avidbio.com
ADDITIONAL INFORMATION AND WHERE TO FIND IT
The Company has filed a proxy statement with the U.S. Securities and Exchange Commission ("SEC") with respect to a special meeting of stockholders to be held in connection with the proposed transaction. Promptly after filing the definitive proxy statement with the SEC, the Company mailed the definitive proxy statement and a proxy card to each stockholder entitled to vote at the special meeting to consider the proposed transaction. STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT THE COMPANY WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders may obtain, free of charge, the preliminary and definitive versions of the proxy statement, any amendments or supplements thereto, and any other relevant documents filed by the Company with the SEC in connection with the proposed transaction at the SEC's website . The information provided on, or accessible through, our website is not part of this press release, and therefore is not incorporated herein by reference.
PARTICIPANTS IN THE SOLICITATION
The Company and certain of its directors, executive officers and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding the Company's directors and executive officers is available in the Company's definitive proxy statement for the January 30, 2025 special meeting of stockholders, which was filed with the SEC on December 18, 2024 (the "Special Meeting Proxy Statement"). Please refer to the sections captioned "Security Ownership of Certain Beneficial Owners, Directors and Management" and "Interests of Avid's Directors and Executive Officers in the Merger" in the Special Meeting Proxy Statement. To the extent holdings of such participants in the Company's securities have changed since the amounts described in the Special Meeting Proxy Statement, such changes have been reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with the SEC: Form 4, filed by Nicholas Stewart Green on January 2, 2025, Form 4, filed by Daniel R. Hart on January 2, 2025, and Form 4, filed by Richard A. Richieri on January 2, 2025. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, is contained in the Special Meeting Proxy Statement and other relevant materials filed with the SEC in connection with the proposed transaction. Free copies of the Special Meeting Proxy Statement and such other materials may be obtained as described in the preceding paragraph.
FORWARD-LOOKING STATEMENTS
This communication contains "forward-looking statements" which include, but are not limited to, all statements that do not relate solely to historical or current facts, such as statements regarding the Company's expectations, intentions or strategies regarding the future, or the completion or effects of the proposed sale of Avid to GHO and Ampersand. In some cases, these statements include words like: "may," "might," "will," "could," "would," "should," "expect," "intend," "plan," "objective," "anticipate," "believe," "estimate," "predict," "project," "potential," "continue" and "ongoing," or the negative of these terms, or other comparable terminology intended to identify statements about the future. These forward-looking statements are subject to the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. The Company's expectations and beliefs regarding these matters may not materialize. Actual outcomes and results may differ materially from those contemplated by these forward-looking statements as a result of uncertainties, risks, and changes in circumstances, including but not limited to risks and uncertainties related to: the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the proposed transaction that could delay the consummation of the proposed transaction or cause the parties to abandon the proposed transaction; the occurrence of any
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