Hikma Pharmaceuticals has issued last week an update on its agreement to acquire Roxane Laboratories Inc. and Boehringer Ingelheim Roxane Inc. (together “Roxane”), from Boehringer Ingelheim.
New Director Nomination Right
Hikma has agreed that BI may nominate one non-executive director to Hikma’s Board of Directors from time to time for so long as BI has a shareholding in Hikma representing 10% or more of Hikma’s issued share capital. This right will be contained in the shareholders’ agreement that will be entered into and come into effect at the closing of the acquisition of Roxane from BI.
BI have nominated and the Board has approved the appointment of Dr. Jochen Gann as BI’s first nominated director of the Company. A profile of Dr. Gann is set out below. Dr. Gann’s appointment will take effect from the closing of the Roxane acquisition. Dr. Gann will be a non-executive director of Hikma under a letter of appointment in the same form as Hikma’s existing non-executive directors. Dr. Gann will be required to comply with the provisions of Hikma’s Board Governance Manual.
Update on Timing for Closing
Hikma and BI have made significant progress towards completing the acquisition of Roxane, and expect the closing to occur by the end of February 2016, following the approval of Hikma’s shareholders.
Said Darwazah, Chairman and Chief Executive, said: “I am delighted that Jochen has agreed to join our Board. We have been working closely with Jochen over the past two years on the Bedford and Roxane acquisitions and have formed an excellent relationship with him, both at a management and board level. Jochen brings a wealth of corporate action, pharmaceutical and global business experience. I am confident that he will enhance the capabilities of the Board and that the appointment will help to further strengthen our relationship with BI.”
Dr Jochen Gann
Dr. Jochen Gann is Global Head of Corporate Finance / M&A and Corporate Vice President at Boehringer Ingelheim GmbH. In his M&A role he leads Boehringer Ingelheim’s mergers and acquisitions activities across all businesses. He is also responsible for Business Development & Licensing (Strategic Transaction and Alliance Management) for Boehringer’s prescription medicine division. In addition in his role as Corporate Treasurer he is responsible for the group’s financing, asset management, risk management, and liquidity and credit management activities as well as the corporate banking strategy. Dr. Gann is also managing director of the Corporate Venture Fund.
Dr. Gann has held several senior roles at Boehringer Ingelheim including Head of Controlling Subsidiaries and Head of Tax. Prior to joining Boehringer Ingelheim in 2007, Dr. Gann held the positions of Head of Corporate Treasury at Cognis GmbH, Managing Director at Degussa Bank GmbH, Head of Treasury Controlling at Hoechst AG and Consultant at Metzler, Germany.
Dr. Gann holds a Doctorate Degree (International Finance) from University of Hohenheim, Germany and a Master’s Degree in Business Administration and Science from University of Karlsruhe, Germany.
Dr. Gann currently holds a number of board positions at companies of the Boehringer Ingelheim group. He is also currently Chairman of the Finance committee at Verband Der Chemischen Industrie e. V., Germany and a Member of the Advisory Board KfW IPEX-Bank GmbH, Germany.