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CVC and GBL pass 90% of Recordati, clearing the way for delisting

The reopened acceptance period lifted the consortium from about 74.6% to above the 90% threshold. Payment for the extra shares is due on 17 November.

Blister packs of pharmaceutical tablets, one holding red tablets
Photo: Tarasna0922 / Wikimedia Commons, CC BY-SA 4.0. Contextual image of a blister pack of tablets; it does not show Recordati products.

Private equity firm CVC Capital Partners and Belgian investment group GBL secured more than 90% of Italian drugmaker Recordati at the end of their takeover offer, a regulatory filing showed on Monday 9 November 2026, Reuters reported. That paves the way for the company to be delisted from Euronext Milan.

The reopened offer closed at 16:30 GMT on Monday. Based on Borsa Italiana data, Reuters calculated that the consortium's holding rose to 91.9%, not counting any shares CVC or GBL bought on the market that day. Il Sole 24 Ore puts the figure at 91.93% of share capital.

How the consortium got there

When the main acceptance period ended in October, the bidding vehicle Respighi BidCo held about 74.58% of Recordati's share capital, above the 66.67% minimum the bidders had set but short of the 90% needed to delist. We covered that result here. The offer was then reopened from 3 to 9 November at the same price of EUR 53 per share, which Il Sole 24 Ore notes was in line with Recordati's closing price on Monday.

The extra shares tendered in the reopening took the consortium over the threshold. Payment for acceptances received during the reopening is scheduled for 17 November, according to Il Sole 24 Ore.

What happens next

With more than 90% of the capital, the bidders can proceed to buy the remaining shares and have Recordati delisted, Reuters and Il Sole 24 Ore report. That makes the alternative route that had been discussed in October unnecessary: had the consortium stayed below 90%, its vehicle had said it could pursue a merger with Recordati, which would have left minority shareholders holding stock in an unlisted company.

Reuters values the drugmaker at about EUR 11 billion. MF Milano Finanza put the size of the completed offer at EUR 10.52 billion.

A contested deal

The take-private has been opposed by activist investor Palliser Capital, which argued that the price undervalued Recordati and said it would not tender its shares. CVC, Recordati's controlling shareholder since 2018, formalised the bid with GBL and co-investors in May at EUR 51.29 per share and raised it on 6 October to EUR 53, calling that its best and final price, according to Il Sole 24 Ore. The bidders argued the price was a full and fair valuation, pointing to lower valuations across European healthcare and specialty pharma.

Recordati is one of Italy's best-known pharmaceutical groups. According to MarketScreener's company profile, it has about 4,650 employees, and medicines for rare diseases make up about 41% of net sales, with pharmaceutical and over-the-counter products accounting for the rest. Europe outside Italy generates about 54% of sales, Italy about 13% and the Americas about 23%. CVC has been the controlling shareholder since 2018, so the deal turns long-standing control into full private ownership.

Key numbers

Offer price: EUR 53 per share. Holding after the main period: about 74.58%. Holding after the reopening: about 91.9% (Reuters calculation) or 91.93% (Il Sole 24 Ore). Offer closed: 16:30 GMT, 9 November 2026. Payment for reopening acceptances: 17 November.

What it means for European founders and investors

Recordati, valued by Reuters at about EUR 11 billion, is set to leave Euronext Milan. Together with deals such as Barings' agreed takeover of I-RES in Dublin and ANI Pharmaceuticals' offer for Egetis, it adds to a run of European healthcare and listed-company take-privates this autumn.

For founders and early-stage investors in life sciences, the deal is a reminder that private capital is a growing buyer of mature European pharma assets, including rare disease portfolios like Recordati's. A larger privately owned Recordati, backed by CVC and GBL, could be an active acquirer or licensing partner without the disclosure requirements of a listed company. For public market investors, it is another large name leaving European indices, which keeps the debate about the depth of Europe's equity markets alive.

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