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

Rhea-AI Summary

Kennedy Lewis Investment Management LLC is proposing to acquire Rapid Micro Biosystems (RPID) for $5.00 per share in cash, reflecting a 57% premium over its last closing price of $3.18 on June 29, 2022. As of now, Kennedy Lewis holds approximately 14.14% of RPID's Class A common stock. The firm believes that taking RPID private could enhance its operational value and support stakeholders. The proposal is contingent upon due diligence and final agreement terms, which Kennedy Lewis is prepared to pursue swiftly.

Positive

• Proposed acquisition price of $5.00 per share represents a 57% premium to the last closing price.
• Kennedy Lewis holds significant stake (14.14%) in RPID, indicating confidence in the company's potential.

Negative

• Acquisition proposal highlights existing market undervaluation of RPID, raising concerns about the company's current performance.
• Proposal requires due diligence and negotiation, introducing uncertainty regarding completion and terms.

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") is interested in discussing 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 across private funds and CLOs. Kennedy Lewis' private funds primarily focus on middle-market companies facing disruption, whether it be cyclical, secular or regulatory related. The firm also partners with high growth companies that are causing disruption, providing structured capital solutions to fit their needs. As of the date of this letter, funds affiliated with Kennedy Lewis own approximately 14.14% of the issued and outstanding Class A common stock of RPID (taking into account warrants to acquire Class A common stock that are held by such funds).

As you know, we have been a long-time supporter of the company, both as a lender (prior to RPID's IPO) and currently as RPID's second largest stockholder, and we believe that as a private company RPID would be in a stronger position to maximize its resources and realize strategic value that enhances its operations and supports its stakeholders. Accordingly, we propose that one or more of our funds would acquire 100% of RPID for $5.00 per share in cash, representing a substantial premium of approximately 57% to the closing share price of $3.18 on June 29, 2022, the last trading day before the date of this letter. We have the ability to fully finance 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 completion of due diligence and execution of definitive documentation acceptable to Kennedy Lewis, and we reserve the right to withdraw this proposal or modify it in any manner. Following the review of additional information pursuant to a mutually acceptable nondisclosure agreement, we expect that we would complete our work, including the negotiation of definitive documentation, expeditiously. We have engaged an experienced team of advisors, including Akin Gump Strauss Hauer & Feld LLP as legal counsel, and are prepared to commence work with respect to this proposed transaction immediately.

We are excited about the future business prospects of RPID and are interested in working constructively with the RPID Board of Directors (the "Board") with the goal of reaching agreement on a transaction that will provide all stakeholders with value, speed and certainty. We hope that the Board will work with us to maximize value and opportunities for all RPID stockholders and other stakeholders, and we look forward to receiving a response to this non-binding proposal promptly. 

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SOURCE Kennedy Lewis

FAQ

What is the proposed acquisition price per share for Rapid Micro Biosystems (RPID)?

Kennedy Lewis is proposing an acquisition price of $5.00 per share for RPID.

What premium does the acquisition offer represent over RPID's last closing price?

The acquisition offer represents a 57% premium over RPID's last closing price of $3.18.

How much of RPID's stock does Kennedy Lewis own?

Kennedy Lewis owns approximately 14.14% of RPID's issued and outstanding Class A common stock.

Is the acquisition proposal from Kennedy Lewis binding?

No, the proposal is non-binding and subject to due diligence and negotiation of definitive terms.

When was the acquisition proposal announced?

The acquisition proposal was announced on June 30, 2022.