Wrap Text
Divestment of a Women’s Health Product in Europe to Ennogen
ASPEN PHARMACARE HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1985/002935/06
Share code: APN
ISIN: ZAE000066692
LEI: 635400ZYSN1IRD5QWQ94
and its subsidiaries (collectively “Aspen” or “the Group”)
DIVESTMENT OF A WOMEN’S HEALTH PRODUCT IN EUROPE TO ENNOGEN
Introduction
Aspen is pleased to announce that its wholly owned subsidiary, Aspen Global Incorporated (“AGI”),
incorporated in Mauritius, has concluded an agreement in terms of which Ennogen Healthcare International
Limited (“Ennogen”) will acquire the commercialisation rights and related intellectual property relating to
Aspen’s product Ovestin in Europe(1) (the “Assets”) for a purchase consideration of EUR 197 million, plus the
cost of the related inventory currently estimated at EUR 4 million (the “Transaction”).
Founded in 2011, and with a head office function in Dubai and offices in the UK and Ireland, Ennogen is a
privately owned pharmaceutical and medical device company, focussed primarily on Europe. The ultimate
beneficial owners of Ennogen are third parties who are not related parties of Aspen. Ennogen did not consent
to the disclosure of the names of its beneficial owners in this announcement.
Rationale
In the presentation of its FY 2026 annual results, Aspen reiterated its six core commercial objectives, one of
which is a focus on unlocking the sum of the parts value for shareholders. In line with this strategy, Aspen is
of the view that the disposal of the Assets is an attractive opportunity for the following reasons:
- The consideration represents a strong multiple for an asset outside of the Group’s emerging markets
focus; and
- The cash proceeds provide further flexibility for the allocation of capital to the benefit of
stakeholders.
Ovestin, a well-recognised brand in the area of women’s health, will complement Ennogen’s existing portfolio
while enhancing its profile in the European pharmaceutical space and enabling it to benefit from economies
of scale.
Transaction details
The disposal of the Assets comprises the following elements relating exclusively to Ovestin in Europe:
- intellectual property required for its commercialisation, and any related goodwill owned by AGI and
its subsidiaries;
- product registrations and marketing authorisations; and
- the related inventory.
The Transaction does not involve the transfer of employees to Ennogen.
Contemporaneously with the Transaction, Aspen and Ennogen will enter into the following arrangements:
- Manufacturing and Supply Agreements (the “MSAs”) in terms of which Aspen will supply API and the
cream dose form of Ovestin to Ennogen in Europe. The MSAs will have an initial term of ten years
with the ability to extend the term by mutual agreement; and
- A Facilitation Services Agreement (the “FSA”) in terms of which, for a period of five years, and a fee
of EUR 1 million per month, AGI will provide a range of strategic services to assist Ennogen in
successfully supporting and integrating their acquisition of Ovestin;
- A Transitional Distribution Services Agreement (the “TDSA”) in terms of which, for a maximum period
of three years, and a fee of 4% of Net Sales of the Products, AGI will provide transitional services to
Ennogen to facilitate the transfer of the Assets to Ennogen in accordance with regulatory
requirements.
Completion of the Transaction is subject to the condition precedent that Ennogen’s funding arrangements
become unconditional.
The full purchase consideration for the Assets of EUR 197 million is payable on completion. The purchase
consideration for the related inventory is payable upon delivery of that inventory under the terms of the
TDSA.
The proceeds from the Transaction will be applied in accordance with Aspen’s stated capital allocation model
with share buybacks remaining the preferred means of returning capital to shareholders. Management will
continue to respond to opportunities to unlock value across the Group.
Financial information in respect of the Transaction
The Assets contributed approximately ZAR 756 million(2) in revenue, ZAR 521 million(2) in gross profit and ZAR
238 million(2),(3) in profit after tax to the Group in FY 2026. The Net Asset Value of the Assets was approximately
ZAR 1.60 billion(4) as at 30 June 2026, resulting in a profit on disposal of approximately ZAR 2 billion(5).
Categorisation of the Transaction
In terms of the JSE Limited Listings Requirements, the Transaction constitutes a Category 2 transaction.
Durban
2 November 2026
Sponsor
Investec Bank Limited
Notes
(1) Andorra, Austria, Belgium, Bosnia-Herzegovina, Bulgaria, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Hungary,
Iceland, Ireland, Italy, Kosovo, Latvia, Liechtenstein, Lithuania, Luxembourg, Malta, Moldova, Monaco, Montenegro, Netherlands, North Macedonia,
Norway, Poland, Portugal, Romania, San Marino, Serbia, Slovakia, Slovenia, Spain, Sweden, Switzerland, United Kingdom
(2) Aspen average exchange rate for FY 2026 was ZAR 19.72 to 1 EUR
(3) Profit after tax excludes any notional saving of interest paid arising from the repayment of borrowings with the proceeds of the Transaction
(4) Aspen closing exchange rate as at the 30 June 2026 was ZAR 18.72 to 1 EUR
(5) Based on the consideration converted at the Aspen closing exchange rate as at 30 June 2026 of ZAR 18.72 to 1 EUR
Date: 02/11/2026 10:30:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
Sharenet Sites 
