Takeda and TiGenix Announce Results of First Acceptance Period for the Voluntary and Conditional Public Takeover Bid of TiGenix

Takeda Pharmaceutical (TSE:4502) and TiGenix (Euronext Brussels and Nasdaq:TIG) today announced the results of the first acceptance period of Takeda’s previously announced tender offer in cash for all outstanding ordinary shares, warrants and American Depositary Shares of TiGenix that are not yet owned by Takeda and its affiliates, which expired as scheduled on May 31, 2018, at 4 p.m. CEST/10 a.m. EDT.

As quoted in the press release:

The Bid, which is being made pursuant to the offer and support agreement entered into between Takeda and TiGenix on January 5, 2018 (the “Offer and Support Agreement”), is comprised of two separate offers – (i) an offer to all holders of Ordinary Shares and Warrants in accordance with the applicable law in Belgium (the “Belgian Offer”) and (ii) an offer to holders of Ordinary Shares who are resident in the U.S. in accordance with applicable U.S. law and to holders of ADSs wherever located (the “U.S. Offer”).

Takeda confirmed that, as of the expiration of the first acceptance period on May 31, 2018, a total of 256,657,251 Ordinary Shares (including 20,621,280 Ordinary Shares represented by ADSs) and a total of 11,941,130 Warrants had been validly tendered into the Bid and not withdrawn. As a result, taking into account all Securities owned by Takeda and its affiliates, following settlement of the Securities tendered in the first acceptance period, Takeda will hold 90.62% of all Ordinary Shares (including Ordinary Shares represented by ADSs) and 90.83% of the voting rights represented or given access to by all the Ordinary Shares, Warrants and ADSs on a fully diluted basis as of the expiration of the first acceptance period.

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