Innosera Offer Site to Shareholders in Bavarian Nordic A/S
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Offer Site to Shareholders in
Bavarian Nordic A/S

Innosera Aps, a newly formed company controlled by funds managed and advised by Nordic Capital* and Permira, on July 28th, 2025, announced a voluntary all-cash offer to acquire all outstanding shares in Bavarian Nordic at an offer price of DKK 233 per share.

The Board of Directors of Bavarian Nordic has unanimously decided that it intends to recommend that Bavarian Nordic’s shareholders accept the offer when formally submitted. Furthermore, all members of the Board of Directors and Executive Management have irrevocably undertaken to accept the offer and tender their shares once the offer is formally made.

The offer provides immediate and certain value for shareholders at an attractive premium of 31.0% relative to the one-month volume-weighted average share price, 35.5% relative to the three-months volume-weighted average share price, and a 37.4% premium relative to the six-months volume-weighted average share price for the periods ending July 23rd, 2025.

This valuation is the result of extensive due diligence and in-depth analysis by Nordic Capital and Permira conducted in close collaboration with Bavarian Nordic and its advisors. It follows thorough and intense negotiations with the company’s Board of Directors.

“Together with Permira, Nordic Capital is proud to support Bavarian Nordic on this exciting journey under private ownership, drawing on deep active ownership experience in the pharmaceutical sector.”
- Christian Hedegaard, Managing Director Healthcare, Head of Denmark, Nordic Capital Advisors.


“We are impressed by the strategic vision and execution of Bavarian Nordic‘s leadership team and are excited to support the company in its next phase of growth. As long-term growth investors with a proven track record of scaling innovative healthcare and pharmaceutical businesses, Permira and Nordic Capital are committed to accelerating Bavarian Nordic’s international expansion, strengthening its platform, and pursuing value-enhancing M&A opportunities.“

- Florian Kreuzer, Managing Director Healthcare, Head of DACH, Permira.

News

Timeline

Will be updated upon publication of the offer document.

Key Documents

Here you will find the key documents once the offer document is published.

FAQ

Click on each question to expand the text to include answers.

Question 1: Why is the Consortium seeking to acquire Bavarian Nordic?

Nordic Capital and Permira believe the transaction will enable the company to accelerate its growth strategy and pursue long-term value creation in a privately held ownership structure, with access to ample capital and resources. With a track record of over 30 years of investing in healthcare companies, Nordic Capital and Permira are committed to supporting and accelerating Bavarian Nordic’s strategic ambitions and expanding its international operations.

Question 2: What is the offer price and how does the price compare to the company’s historical share price?

The offer price is DKK 233 per share reflecting an attractive premium of 31.0% relative to the one-month volume-weighted average share price, 35.5% relative to the three-months volume-weighted average share price, and a 37.4% premium relative to the six-months volume-weighted average share price for the periods ending July 23rd, 2025.

Question 3: How has the price been negotiated and is it fair?

This valuation is the result of extensive due diligence and in-depth analysis by Nordic Capital and Permira conducted in close collaboration with Bavarian Nordic and its advisors. It follows thorough and intense negotiations with the company’s Board of Directors that has unanimously decided that it intends to recommend shareholders in Bavarian Nordic to accept the offer when made in the form of an offer document.

Question 4: How is the offer structured?

The offer is an all-cash voluntary recommended public takeover offer to acquire all of the issued and outstanding shares in Bavarian Nordic.

The offer does not extend to any financial instruments issued by Bavarian Nordic other than shares, including any sponsored ADR program for the shares.

Question 5: What is Bavarian Nordic’s Board of Directors’ view on the offer?

The Board of Directors of Bavarian Nordic has unanimously decided that it intends to recommend that Bavarian Nordic’s shareholders accept the offer when formally submitted.

Question 6: Will the Board of Directors and Executive Management tender their own shares in the company?

The members of the board of directors and executive management of Bavarian Nordic have, subject to certain customary conditions, irrevocably undertaken to accept the offer in accordance with the terms and conditions of the offer.

Question 7: What is next step and how can I accept the offer?

You can accept the offer once it is made on the terms and conditions set out in the offer document to be published once approved by the Danish Financial Supervisory Authority. The approval process may take up to four weeks. Shareholders resident in certain restricted jurisdictions may not be able to accept the offer.

Until then follow this website and subscribe to the newsletter to get relevant updates relating to the offer.  


Contact

Media enquiries:

Press@innosera-offer.com


Administrative questions:

For administrative questions regarding the offer, please contact your bank or the nominee registered as holder of your shares.

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About

About Innosera
Innosera ApS is a newly established company under the laws of Denmark. Other than the activities associated with the Offer, Innosera has not had any activities since its incorporation.

About Nordic Capital
Nordic Capital is a leading sector-specialist private equity investor with a resolute commitment to creating stronger, sustainable businesses through operational improvement and transformative growth. Nordic Capital focuses on selected regions and sectors where it has deep experience and a long history. Focus sectors are Healthcare, Technology & Payments, Financial Services, and Services & Industrial Tech. Key regions are Northern Europe and globally for Healthcare and Technology & Payments investments. Since inception in 1989, Nordic Capital has invested c. EUR 28 billion in 150 investments and its team of 250 professionals operates from 10 offices including local sector investment advisory teams in Denmark, Sweden, Germany, Norway, Finland, the UK and the US. Healthcare has been one of Nordic Capital’s key focus sectors since its establishment in 1989. In total, Nordic Capital has invested in 43 Healthcare platform companies and has deployed EUR 10.4 billion of equity capital across its focus sub-sectors Pharma, Healthtech, Medtech & Life Sciences and Healthcare Services.

*“Nordic Capital” refers to, depending on the context, any, or all, Nordic Capital branded entities, vehicles, structures, and associated entities. The general partners and/or delegated portfolio managers of Nordic Capital’s entities and vehicles are advised by several non-discretionary sub-advisory entities, any or all of which are referred to as “Nordic Capital Advisors”.

For more information visit www.nordiccapital.com.

About Permira
Permira is a global investment firm that backs successful businesses with growth ambitions. Founded in 1985, the firm advises funds across two core asset classes, private equity and credit, with total committed capital of approximately €80bn. The Permira private equity funds make both long-term majority (Buyout) and minority (Growth Equity) investments in four key sectors: Healthcare, Technology, Consumer, and Services. The Permira funds have an extensive track record in healthcare investing, having deployed over €5 billion in 20+ companies to scale some of the most innovative healthcare businesses globally across specialty pharma, medical devices, healthcare outsourcing platforms and healthcare technology. Permira employs over 500 people in 17 offices across Europe, the United States and Asia.

For more information visit www.permira.com.