Amgen completes offer to Nuevolution shareholders
Amgen announced a recommended public cash offer to the shareholders of Nuevolution AB to tender all their shares in Nuevolution to Amgen for SEK 32.50 per share in cash. At the end of the Offer acceptance period on July 4, the Offer had been accepted by shareholders representing a total of 48,313,224 shares and votes in Nuevolution, corresponding to approximately 97.6% of the total number of issued and outstanding shares and votes in Nuevolution. As communicated in the Offer announcement and the offer document describing the Offer, which was published on June 12, the Offer did not include warrants issued by Nuevolution to participants under the incentive programs implemented by Nuevolution, and Amgen provided Warrant holders an opportunity to sell all their Warrants to Amgen outside of the Offer. The Warrant Offer has been accepted by Warrant holders representing all 5,109,254 Warrants allotted under the programs, corresponding to 5,109,254 shares and votes in Nuevolution, if exercised. In total, the securities tendered by shareholders and Warrant holders into the Offer and the Warrant Offer, respectively, correspond to approximately 97.8% of the total number of shares and votes in Nuevolution on a fully diluted basis. Amgen did not own or control any securities in Nuevolution at the time of the Offer announcement, and has not, since then, acquired any securities in Nuevolution outside of the Offer and the Warrant Offer. Amgen hereby declares the Offer unconditional, announces that all conditions for completion of the Offer have either been satisfied or waived and declares that it is completing the Offer. Settlement in respect of shares duly tendered on or before July 4 is expected to occur on or around July 15. To give remaining shareholders of Nuevolution the possibility to accept the Offer, Amgen has decided to extend the acceptance period until 17:00 (CEST) on July 24. Settlement in respect of shares tendered during the extended acceptance period is expected to occur on or around July 19 for shareholders accepting the Offer no later than on July 12 and on or around July 31 for the shareholders accepting the Offer after July 12. During the extended acceptance period, Amgen may acquire, or enter into agreements to acquire, shares in Nuevolution outside of the Offer. Such acquisitions or agreements will be made in accordance with applicable Swedish laws and regulations. Amgen intends to initiate compulsory acquisition proceedings with respect to the remaining Nuevolution shares, and to promote a de-listing of the Nuevolution shares from Nasdaq Stockholm.