PARIS, France and GHENT, Belgium - June 19,
2018 -
Sanofi (Euronext: SAN; NYSE: SNY) and
Ablynx announced today that Sanofi has now acquired all
outstanding shares (including shares represented by American
Depositary Shares ("ADSs")), warrants and convertible bonds
(together, the "Securities") of Ablynx NV ("Ablynx") following the
expiration of the Squeeze-out procedure.
The Squeeze-out period commenced
on May 22, 2018, in accordance with applicable Belgian and U.S.
law, following the acquisition by Sanofi of over 95% of the
outstanding shares of Ablynx upon settlement of the initial
acceptance period of its tender offer for Ablynx.
On June 12, 2018, upon expiration
of the Squeeze-out period, 2,893,201 shares (including 7,163 shares
represented by ADSs) and 8 convertible bonds of Ablynx were
tendered in the Squeeze-out.
The Securities tendered during the
Squeeze-out period are expected to be settled on or about June 19,
2018.
All shares (including all shares
represented by ADSs) and all convertible bonds of Ablynx not
tendered during the Squeeze-out are deemed transferred to Sanofi by
operation of law. The funds required for the payment of the price
thereof are kept with the Bank for Official Deposits (Deposito- en Consignatiekas / Caisse des dépôts et
consignations). The former Ablynx holders of these Securities
retain the right to receive EUR 45.00 per share (or ADS) and EUR
393,700.78 per convertible bond. In order to receive these amounts,
they must contact the Bank for Official Deposits, where the funds
will remain available.
On June 13, 2018, (i) the shares
of Ablynx were delisted from the regulated market of Euronext
Brussels, (ii) the ADSs were delisted from NASDAQ Global Select
Market and (iii) the convertible bonds were delisted from the open
market Frankfurt MTF (Freiverkehr).
About
Sanofi
Sanofi is dedicated to supporting
people through their health challenges. We are a global
biopharmaceutical company focused on human health. We prevent
illness with vaccines, provide innovative treatments to fight pain
and ease suffering. We stand by the few who suffer from rare
diseases and the millions with long-term chronic conditions.
With more than 100,000 people in
100 countries, Sanofi is transforming scientific innovation into
healthcare solutions around the globe.
Sanofi, Empowering Life
About
Ablynx
Ablynx is a biopharmaceutical
company engaged in the development of Nanobodies, proprietary
therapeutic proteins based on single-domain antibody fragments,
which combine the advantages of conventional antibody drugs with
some of the features of small-molecule drugs. Ablynx is dedicated
to creating new medicines which will make a real difference to
society. Today, the Company has more than 45 proprietary and
partnered programmes in development in various therapeutic areas
including inflammation, haematology, immuno-oncology, oncology and
respiratory disease. The Company has collaborations with multiple
pharmaceutical companies including AbbVie; Boehringer Ingelheim;
Eddingpharm; Merck & Co., Inc., Kenilworth, New Jersey, USA;
Merck KGaA; Novo Nordisk and Taisho Pharmaceuticals. The Company is
based in Ghent, Belgium. More information can be found on
www.ablynx.com.
Sanofi contacts
Media Relations Contact
Laurence Bollack
Tel.: +33 (0)1 53 77 46 46
mr@Sanofi.com
Investor Relations
Contact
George Grofik
Tel.: +33 (0)1 53 77 45 45
ir@Sanofi.com
Ablynx contacts
Dr Edwin Moses
CEO
Tel.:+32 (0)9 262 00 07
Mob.: +32 (0)473 39 50 68
edwin.moses@ablynx.com
Lies Vanneste
Director IR
Tel.: +32 (0)9 262 0137
Mob: +32 (0)498 05 35 79
lies.vanneste@ablynx.com
Sanofi Forward-Looking Statements
This
communication contains forward-looking statements. Forward-looking
statements are statements that are not historical facts and may
include projections and estimates and their underlying assumptions,
statements regarding plans, objectives, intentions and expectations
with respect to future financial results, events, operations,
services, product development and potential, and statements
regarding future performance. Forward-looking statements are
generally identified by the words "expects", "anticipates",
"believes", "intends", "estimates", "plans", "will be" and similar
expressions. Although Sanofi's management each believes that the
expectations reflected in such forward-looking statements are
reasonable, investors are cautioned that forward-looking
information and statements are subject to various risks and
uncertainties, many of which are difficult to predict and generally
beyond the control of Sanofi, that could cause actual results and
developments to differ materially from those expressed in, or
implied or projected by, the forward-looking information and
statements. These risks and uncertainties include among other
things, risks related to Sanofi's ability to complete the
acquisition on the proposed terms or on the proposed timeline,
including the receipt of required regulatory approvals, the
possibility that competing offers will be made, other risks
associated with executing business combination transactions, such
as the risk that the businesses will not be integrated
successfully, that such integration may be more difficult,
time-consuming or costly than expected or that the expected
benefits of the acquisition will not be realized, risks related to
future opportunities and plans for the combined company, including
uncertainty of the expected financial performance and results of
the combined company following completion of the proposed
acquisition, disruption from the proposed acquisition making it
more difficult to conduct business as usual or to maintain
relationships with customers, employees, manufacturers, suppliers
or patient groups, and the possibility that, if the combined
company does not achieve the perceived benefits of the proposed
acquisition as rapidly or to the extent anticipated by financial
analysts or investors, the market price of Sanofi's shares could
decline, as well as other risks related to Sanofi's respective
businesses, including the ability to grow sales and revenues from
existing products and to develop, commercialize or market new
products, competition, including potential generic competition, the
uncertainties inherent in research and development, including
future clinical data and analysis, regulatory obligations and
oversight by regulatory authorities, such as the FDA or the EMA,
including decisions of such authorities regarding whether and when
to approve any drug, device or biological application that may be
filed for any product candidates as well as decisions regarding
labelling and other matters that could affect the availability or
commercial potential of any product candidates, the absence of a
guarantee that any product candidates, if approved, will be
commercially successful, risks associated with intellectual
property, including the ability to protect intellectual property
and defend patents, future litigation, the future approval and
commercial success of therapeutic alternatives, and volatile
economic conditions. While the list of factors presented here is
representative, no list should be considered a statement of all
potential risks, uncertainties or assumptions that could have a
material adverse effect on the companies' consolidated financial
condition or results of operations. The foregoing factors should be
read in conjunction with the risks and cautionary statements
discussed or identified in the public filings with the SEC and the
AMF made by Sanofi, including those listed under "Risk Factors" and
"Cautionary Statement Regarding Forward-Looking Statements" in
Sanofi's annual report on Form 20-F for the year ended December 31,
2017. The forward-looking statements speak only as of the date
hereof and, other than as required by applicable law, Sanofi do not
undertake any obligation to update or revise any forward-looking
information or statements.
pdf version of the press
release
This
announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Ablynx via Globenewswire
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