Haleon Shares Fell 2.82% on Pfizer’s Plan To Sell 630 Mln Shares

The HALEON PLC (LON: HLN) share price fell 2.82% after announcing that Pfizer Inc. plans to sell up to 630 million Haleon ordinary shares to the public as it seeks to reduce its stake in the British multinational consumer healthcare company. 

The divestment includes shares directly and those represented by American Depositary Shares (ADSs), where each ADS corresponds to two ordinary shares. The sale is structured as a dual offering, encompassing a public sale in the United States and a simultaneous private sale to qualified international investors, which aligns with relevant local regulations.

The pricing for each share within this Global Offer will be established through a book-building process. Upon the process's conclusion, the final rate is anticipated to be revealed around March 19, 2024.

Pfizer will receive all net proceeds from this transaction, adhering to standard closing conditions. It's important to note that Haleon is not issuing new securities or selling any shares within this context; hence, it will not gain financially from the Global Offer.

Haleon's engagement in a Share Purchase Deed with Pfizer, ratified by Haleon's shareholders at the Annual General Meeting on April 20, 2023, facilitates an off-market opportunity for Haleon to repurchase ordinary shares from Pfizer. This arrangement is in sync with the Global Offer, allowing Haleon to buy back shares worth roughly £315 million ($400 million).

The repurchase price per share for Haleon will match the Global Offer's set price per ordinary share. The realisation of this buyback is contingent upon fulfilling specific conditions outlined in the Share Purchase Deed, including the successful execution of the Global Offer and an affirmative fairness assessment by Haleon's sponsor, as required by the UK Financial Conduct Authority's Listing Rules.

The successful closure of the Global Offer and the Share Buyback is projected to decrease Pfizer's stake in Haleon from 32% to 24% of the issued ordinary share capital.

Pfizer's participation in the Global Offer includes a commitment to a 90-day lock-up period under the auspices of Citigroup and Morgan Stanley, allowing for customary exceptions and potential waiver provisions. Pfizer has secured the necessary waivers from existing lock-up agreements to partake in this Global Offer.

Citigroup and Morgan Stanley are leading the charge as the Joint Global Coordinators and Joint Bookrunners for the Global Offer, with additional support from Barclays, J.P. Morgan, and UBS Investment Bank as Joint Bookrunners.

Haleon share price. 

The Haleon share price fell 2.82% to trade at 313.1p from Friday’s closing price of 322.2p.