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EDITORIAL: Adcock’s R75 déjà vu

Same price tag, different decade, fresh foreign suitor

Adcock Ingram’s warehouse and distribution facility in Midrand. Picture: SUPPLIED
Adcock Ingram’s warehouse and distribution facility in Midrand. Picture: SUPPLIED

More than a decade ago, Bidvest sprang a surprise on SA’s pharmaceutical scene. A R70-a-share bid, backed by a lawsuit and the Public Investment Corporation’s (PIC) unease, torpedoed Chile’s CFR Pharmaceutical’s takeover of Adcock Ingram.

What was sold as a patriotic defence of a home-grown champion quickly revealed itself as a power play, one that left Bidvest with a blocking stake and the keys to the boardroom.

Founded in the late 19th century as EJ Adcock Pharmacy in Krugersdorp, Adcock morphed into SA’s first listed ophthalmic group in the 1950s, pioneering generic medicines and hospital injectables. For more than a century, it balanced private sector entrepreneurship with public sector tenders, its brands Panado and Citro-Soda staples in medicine cabinets. 

Its trajectory shifted in the late 1990s when Tiger Brands bought a controlling stake. But a decade later, Tiger Brands spun out its stake over strategic misalignment, relisting it as an independent JSE stock. Those early post-listing years in the late 2000s were bittersweet as Adcock rebuilt its distribution infrastructure while fending off better capitalised rivals.

By that time, Aspen Pharmacare had become SA’s pharma champion, riding on antiretroviral (ARV) medication and aggressive overseas deals. Adcock weathered price caps and line-by-line margin erosion, but its market share slipped from a commanding 70% of pharmacy shelves to nearer 40%.  

Enter 2013: CFR tabled a bid for Adcock — a lifeline, CFR boasted that it would rescue lost R&D heft. Bidvest saw an opening. It swooped in with a R70-per-share counter-offer, pre-emptively buying up to 34.5% and filing a suit to challenge CFR’s structure. The PIC, wary of foreign takeovers, lent political gravity to Bidvest’s patriotic posturing.  

The gambit worked. CFR’s bid collapsed and Bidvest walked away in control of a blocking stake. Then a series of top-ups followed, and ended up with Bidvest cementing majority control. 

Fast forward to mid-2025, and the same script has a different cast. India’s Natco Pharma is offering R75 per share for 36% of Adcock, valuing the deal at just more than R4.2bn, which implies about a R12bn total equity price. It is a 44% premium on the announcement price, comforting a number of minority shareholders only on paper.

The numbers don’t lie: in nominal terms, investors who bought at R70, excluding dividends and intermittent spikes above R100, are looking at single-digit gains after more than a decade. Contrast that with Bidvest’s structural dividend: control, board seats, veto rights and privately delisted Adcock insulated from public market scrutiny. 

Where once Bidvest played the disruptor, today it phases out the market’s voice, neatly folding Adcock into a private partnership with a suitor of its choosing. Bidvest has signed a so-called non-participation and waiver agreement, under which it will not take part in the Natco offer and make both of them a team in taking Adcock off the JSE.

The PIC, which once bristled at foreign influence, watches in silence. No lawsuits, no national interest grandstanding; just the final act of a controlling shareholder consolidating its prize in private markets. Natco gains regional scale, Adcock gains R&D heft and global markets. Minority shareholders might rue what feels like value capture rather than creation. 

Adcock’s R75 per share is corporate deja vu. Same price tag, different decade, fresh foreign suitor. For long-suffering minorities, the headline price reads like a rounding error in a century-old saga. For Bidvest, it is the culmination of a patient power play. 

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