Kennedy Lewis Investment Management LLC Announces Offer to Acquire Rapid Micro Biosystems

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NEW YORK, June 30, 2022 /PRNewswire/ — Kennedy Lewis Investment Management LLC today sent the following letter to the board of directors of Rapid Micro Biosystems, Inc. (NASDAQ: RPID):

To the Board of Directors:

Kennedy Lewis Investment Management LLC (“kennedy lewis“) would like to discuss a potential acquisition of Rapid Micro Biosystems, Inc. (“rpid“). kennedy lewis is an opportunistic credit manager founded in 2017 with approximately $10 billion under management in private funds and CLOs. Kennedy Lewis’ private funds primarily focus on middle-market companies facing disruption, whether cyclical, secular, or regulatory-related. The company also partners with high-growth companies causing disruption, providing structured capital solutions to meet their needs. As of the date of this letter, funds affiliated with kennedy lewis hold approximately 14.14% of the issued and outstanding Class A common stock of RPID (taking into account the Class A common stock warrants held by these funds).

As you know, we have been supporting the company for a long time, both as a lender (prior to RPID’s IPO) and currently as RPID’s second largest shareholder, and we believe that as a private company, RPID would be in a better position to maximize its resources and realize strategic value that improves its operations and supports its stakeholders. Accordingly, we are proposing that one or more of our funds acquire 100% of RPID for $5.00 per share in cash, representing a substantial premium of approximately 57% over the closing price of $3.18 on June 29, 2022, the last trading day preceding the date of this letter. We have the ability to fully fund this all-cash proposal, and the definitive transaction agreement will not include a financing condition.

The foregoing indicative terms are based solely on our review of publicly available information and are subject to the completion of due diligence and execution of final documentation acceptable to kennedy lewis, and we reserve the right to withdraw this proposal or modify it in any way. Following review of additional information pursuant to a mutually acceptable nondisclosure agreement, we expect to quickly complete our work, including negotiation of final documentation. We have engaged a team of experienced advisors, including Akin Gump Strauss Hauer & Feld LLP as legal counsel, and are ready to begin work on this proposed transaction immediately.

We are excited about RPID’s future business prospects and look forward to working constructively with RPID’s Board of Directors (the “Plank“) with the goal of reaching an agreement on a transaction that will provide all stakeholders with value, speed and certainty. We expect the Board of Directors to work with us to maximize value and opportunity for all RPID shareholders and other stakeholders, and we look forward to receiving a prompt response to this non-binding proposal.

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