UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) December 27, 2016
NEOGEN CORPORATION
(Exact name of registrant as specified in its charter)
| MICHIGAN | 0-17988 | 38-2367843 | ||
| (State or other jurisdiction | (Commission | (IRS Employer | ||
| of incorporation) | File Number) | Identification No.) |
| 620 Lesher Place Lansing, Michigan | 48912 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code 517-372-9200
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 2.01 | Completion of Acquisition of Disposition of Assets |
On December 27, 2016, Neogen Corporation (“Company”) issued a press release announcing that it has acquired Brazil-based Rogama Indústria e Comércio Ltda. (“Rogama”), a company that develops and manufactures rodenticides and insecticides. Rogama was founded in 1979, and offers more than 70 registered pest control products to Brazil’s agronomic, professional, and retail markets. The company is also a major supplier to public health agencies, including a long-term partnership with the Pan American Health Organization, which promotes enhanced health and living standards throughout the Americas. Rogama’s annual revenues are approximately $8 million (USD).
Consideration for the purchase, which was from existing cash balances, was approximately $13 million. The business is headquartered in certified, modern facilities in Pindamonhangaba, which is near São Paulo. Rogama’s operations will be managed by Neogen’s Brazil-based Neogen do Brasil subsidiary, also located near São Paulo.
A copy of the press release is attached as Exhibit 99.1 to this report. This Form 8-K and the attached exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and are not incorporated by reference into any filing of the Registrant, whether made before or after the date of this report, regardless of any general incorporation language in the filing.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
99.1 Press Release dated December 27, 2016
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NEOGEN CORPORATION | ||||||
| (Registrant) | ||||||
| Date: December 27, 2016 | ||||||
| /s/ Steven J. Quinlan | ||||||
| Steven J. Quinlan | ||||||
| Vice President & CFO | ||||||
Exhibit 99.1
FOR IMMEDIATE RELEASE
| CONTACT: | Steven J. Quinlan | |
| Neogen Vice President & CFO | ||
| 517/372-9200 |
Neogen acquires Brazil-based Rogama
LANSING, Mich., Dec. 27, 2016 — Neogen Corporation (NASDAQ: NEOG) announced today that it has acquired Brazil-based Rogama Indústria e Comércio Ltda., a private company that develops and manufactures rodenticides and insecticides.
Rogama was founded in 1979, and offers more than 70 registered pest control products to Brazil’s agronomic, professional, and retail markets. The company is also a major supplier to public health agencies, including a long-term partnership with the Pan American Health Organization, which promotes enhanced health and living standards throughout the Americas. Rogama’s annual revenues are approximately $8 million (USD).
“Combined with our recent acquisitions of Quat-Chem, Preserve International, and others, adding Rogama further solidifies Neogen as a global leader for agricultural biosecurity products and expertise,” said Dr. Jason Lilly, Neogen’s vice president of corporate development. “Now in business for 37 years, Rogama has a well-earned reputation as a skilled developer of exclusive formulations for a wide variety of pest control needs. This capability will complement the pest control development efforts currently ongoing at other Neogen facilities, and enhance the products and expertise we can offer across global markets.”
Rogama is headquartered in certified, modern facilities in Pindamonhangaba, which is near São Paulo. Going forward, Rogama’s operations will be managed by Neogen’s Brazil-based Neogen do Brasil subsidiary, also located near São Paulo.
“Rogama has a long-standing history of providing comprehensive pest control solutions in Brazil and I cannot think of a better home than with Neogen,” said Dr. Álvaro Sá, Rogama’s director. “Neogen’s focus on biosecurity aligns very closely with our mission, and our products expand Neogen’s portfolio of effective and innovative rodenticides and insecticides.”
“Adding Rogama perfectly positions Neogen as we work to accelerate our growth in Brazil’s substantial animal safety market,” said Pierre Belhadj, Neogen’s country manager for Brazil. “The ability to manufacture biosecurity products for our Brazilian customers in Brazil represents significant advantages over shipping products from the United States or elsewhere. These advantages include cost, but also include the ability to rapidly respond to outbreaks of potentially devastating diseases to the massive Brazilian livestock and poultry industries, such as the recent outbreaks of bird flu and pig virus seen elsewhere.”
Terms of the current agreement were not disclosed.
Neogen Corporation develops and markets products dedicated to food and animal safety. The company’s Food Safety Division markets dehydrated culture media, and diagnostic test kits to detect foodborne bacteria, natural toxins, food allergens, drug residues, plant diseases and sanitation concerns. Neogen’s Animal Safety Division is a leader in the development of animal genomics along with the manufacturing and distribution of a variety of animal healthcare products, including diagnostics, pharmaceuticals, veterinary instruments, wound care and disinfectants.
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