GlaxoSmithKline (GSK) has received three unsolicited, conditional and non-binding proposals from Unilever to acquire the GSK Consumer Healthcare business.
The latest proposal received on 20 December 2021 was for a total acquisition value of £50 billion comprising £41.7 billion in cash and £8.3 billion in Unilever shares.
The Consumer Healthcare business is a Joint Venture between GSK and Pfizer, with GSK holding a majority controlling interest of 68% and Pfizer 32%.
GSK rejected all three proposals made on the basis that they “fundamentally undervalued the Consumer Healthcare business and its future prospects.”
The board of GSK is said to be strongly focused on maximising value for GSK shareholders and has carefully evaluated each Unilever proposal. In doing so, the board and its advisers assessed the proposals relative to the financial planning assessments completed to support the proposed demerger of the business in mid-2022.
The Consumer Healthcare business has been transformed since 2014 through the successful integrations of GSK’s business with the Novartis consumer health portfolio in 2015 and the Pfizer portfolio in 2019. GSK says this transformation has also provided a platform to scale and optimise many aspects of the Consumer Healthcare business including divesting lower growth brands, introducing a new R&D/innovation model, optimising the supply chain and manufacturing network, alongside continued investment in new digital, data and analytic platforms and capabilities.
This has resulted in the creation of a global consumer healthcare business with annual sales of £9.6 billion in 2021.
The board of GSK remains focused on executing its proposed demerger of the Consumer Healthcare business, to create “a new independent global category-leading consumer company” which, subject to approval from shareholders, is on track to be achieved in mid-2022.