CVC and GBL lead €10.7bn bid to take Recordati private

August 2026 | DEALFRONT | PRIVATE EQUITY & VENTURE CAPITAL

Financier Worldwide Magazine

August 2026 Issue

A consortium led by private equity firms CVC Capital Partners and Groupe Bruxelles Lambert has launched a bid to take Italian drugmaker Recordati private in an offer valuing the company at €10.73bn.

According to a statement announcing the bid, a group of investors including the Abu Dhabi Investment Authority, Canada Pension Plan Investment Board and the company’s chair, Andrea Recordati, will invest alongside CVC and GBL.

The offer seeks to secure at least a 66.67 percent voting stake in Recordati, a threshold that would grant the bidder control over shareholder meetings requiring a qualified majority.

This includes resolutions such as the approval of a merger by incorporation into the vehicle launching the offer, an option the bidders said they may pursue if acceptances fall short of the 90 percent threshold required to proceed with a delisting.

Recordati’s existing controlling shareholder, Rossini, has entered into a binding undertaking to tender all 97,912,463 shares it holds, representing 46.82 percent of the company’s share capital.

The consortium confirmed a preliminary offer price of €51.29 per share in cash, on an ex-dividend basis, representing a premium of 12.89 percent compared with Recordati’s share price on 25 March 2026, the day before the company announced CVC’s non-binding approach.

CVC already has a substantial holding in Recordati. Since 2018, it has controlled a vehicle holding a 46.8 percent stake in the company.

It submitted a non-binding expression of interest at the end of March for all outstanding shares, with the aim of delisting the business.

That earlier proposal, priced at €52 per share, was subject to several conditions, including the identification of co-investors and completion of due diligence.

Since the announcement, the transaction has progressed to the regulatory stage. In June 2026, the bidding vehicle filed its offer document with Italy’s market regulator, CONSOB, marking a key step toward the formal launch of the tender offer.

The deal remains subject to regulatory approvals and is expected to complete later in 2026, assuming the required shareholder acceptance thresholds are met.

If successful, the consortium is expected to review options to enhance the company’s portfolio, which could include divestments of selected non-core assets. However, the primary strategic rationale is to support long-term investment, particularly in research and development and acquisitions, away from the short-term pressures of public markets.

“Rossini fully supports the Offer and has irrevocably undertaken to tender its entire shareholding of approximately 47% of Recordati’s share capital,” said Carmen André, director at Rossini. “Following this thorough process, Rossini believes that the Offer represents the best available option to monetise its position in Recordati at an attractive valuation, which appropriately reflects the value of the Group’s shares in the current context. An all-cash, fully funded Offer provides us and all the shareholders with an attractive, immediate and certain value, removing exposure to a particularly volatile macro, geopolitical and market environment.”

Rossini said it has supported Recordati’s growth since 2018, including expansion in rare diseases and disciplined acquisitions. As its investment matures, it reviewed strategic options before concluding the offer is most favourable. It added that rising investment needs make private ownership with long-term capital better suited to the company’s next phase of development going forward.

“This transaction fits GBL’s strategy of investing in sector-leading companies within the group’s identified priority sectors – including healthcare – through control or co-control structures and active ownership,” said Michal Chalaczkiewicz, investment partner at GBL.

Founded in 1926, Recordati has grown from a family-owned pharmacy into a diversified international pharmaceutical group focused on specialty and primary care, consumer health products and rare disease treatments.

Richard Summerfield