DLA Piper advises Vita 34 on voluntary public exchange offer for shares in PBKM

DLA Piper has advised the listed German cord blood bank Vita 34 on the voluntary public exchange offer for all shares in its competitor Polski Bank Komórek Macierzystych S.A. (PBKM). The complex transaction constitutes the first cross-border exchange offer for a Polish listed company and is driven forward with the support of the financial investor Active Ownership (AOC) following its public offers for PBKM and Vita 34 in the calendar year 2020 (also advised by DLA Piper). With an acceptance rate of 98%, the exchange offer is one of the most successful transactions on the Polish capital market. The business combination of the highly complementary companies will create the leading pan-European family cord blood bank.

Vita 34 was founded in 1997 in Leipzig and is today one of the leading cell banks in Europe. As Europe’s first private cord blood bank and a pioneer in cell banking, the company has since offered collection logistics, processing and storage of stem cells from umbilical cord blood and tissue as a full-service provider for cryopreservation. Based on the expansion of the business model in 2019, Vita 34 also intends to offer the storage of immune cells from peripheral blood and stem cells from autologous fat in the future. More than 247,000 customers from more than 20 countries have already provided for their family’s health with a cell depot at Vita 34.

PBKM leads the international FamiCord Group, which manages stem cell banks located in Europe. FamiCord Group stores 610,000 samples. FamiCord's core business is the procurement, processing and long-term storage of stem cells from umbilical-cord blood and other post-foetal tissues on behalf of parents (family banking). The purpose of this banking is to provide security for the family in the event of a serious illness which requires a stem cell transplant in the donor or his/her immediate family members. In addition, FamiCord Group invests in the development of advanced therapy medicinal product (ATMP) manufacturing services. The FamiCord Group is now present in over 35 European countries.

The DLA Piper team was led by Frankfurt-based partners Andreas Füchsel (Private Equity/M&A) and Dr Roland Maaß as well as Warsaw-based counsel Wojciech Kalinowski (both Capital Markets). Further team members included partners Dr Wolfram Distler (Finance), Semin O (Antitrust, both Frankfurt), Dr Philipp Cepl (Patent Law), Jan Pohle (Data Protection, both Cologne), counsel Sergej Bräuer (Antitrust, Frankfurt), Dr Thilo Streit (Public Commercial Law), Dr Kokularajah Paheenthararajah (Patent Law, both Cologne), senior associates Juliane Poss (Capital Markets), Tony Sparing (Finance) and associates Philipp Meyer, (Private Equity/M&A), Theresa Schenk (Capital Markets) and Alexander Rösch (Antitrust, all Frankfurt). The international transaction was also supported by DLA Piper offices in Warsaw, Bucharest, Budapest, Madrid, Milan, Lisbon and London.