Announcement according to Article 17 European Market Abuse Regulation (MAR)
Takeover Offer: Grifols S.A. to make a voluntary public takeover offer for the shares of Biotest AG
Dreieich, 17 September 2021. Grifols S.A. announced today its decision to make a voluntary public takeover offer for all out-standing ordinary and preference shares of Biotest AG for €43.00 per ordinary share and €37.00 per preference share in an all-cash transaction. Grifols S.A. also announced that it signed a share purchase agreement with Tiancheng International Investment Limited regarding the acquisition of all shares of Tiancheng (Germany) Pharmaceutical Holdings AG, the majority shareholder of Biotest AG. For the calculation of the purchase price, the ordinary shares and the preference shares held by Tiancheng (Germany) Pharmaceutical Holdings AG were taken into account. The closing of the share purchase agreement shall be conditional on certain antitrust clearances and the publication of the decision of Grifols S.A. to launch a voluntary public takeover offer. In today's announcement, Grifols S.A. stated that Grifols S.A. does not intend, after closing of the share purchase agreement and settlement of the takeover offer, to aim for a domination and/or profit and loss transfer agreement in relation to Biotest AG in the near future.
The takeover offer shall contain several conditions to be set out in the offer document. The takeover offer shall not include a minimum acceptance threshold as condition. As it is apparent from the publication of Grifols S.A., Grifols reserves the right, to the extent legally permissible, that the final provisions and conditions of the takeover offer deviate from the framework as published today.
The Management Board and the Supervisory Board of Biotest AG will provide a statement concerning this offer pursuant to their statutory duties upon publication of the offer document.
Board of Management
This document contains forward-looking statements on overall economic development as well as on the business, earnings, financial and assets position of Biotest AG and its subsidiaries. These statements are based on current plans, estimates, forecasts and expectations of the company and are thus subject to risks and elements of uncertainty that could result in significant deviation of actual developments from expected developments. The forward-looking statements are only valid at the time of publication. Biotest does not intend to update the forward-looking statements and assumes no obligation to do so.
Biotest is a provider of plasma proteins and biological drugs. With a value added chain that extends from pre-clinical and clinical development to worldwide sales, Biotest has specialised primarily in the areas of clinical immunology, haematology and intensive medicine. Biotest develops and markets immunoglobulins, coagulation factors and albumins based on human blood plasma. These are used for diseases of the immune and haematopoietic systems. In addition Biotest develops monoclonal antibodies in the indications of cancer of plasma cells and systemic lupus erythematosus which are produced by recombinant technologies. Biotest has more than 1,900 employees worldwide. The preference shares of Biotest AG are listed in the Prime Standard on the Frankfurt stock exchange.
Dr Monika Buttkereit
Biotest AG, Landsteinerstr. 5, 63303 Dreieich, Germany, www.biotest.com
Ordinary shares: securities' ID No. 522720; ISIN DE0005227201
Preference shares: securities' ID No. 522723; ISIN DE0005227235
Listing: Frankfurt (Prime Standard)
Open Market: Berlin, Düsseldorf, Hamburg/ Hanover, Munich, Stuttgart, Tradegate
Dr. Michael Ramroth
Chief Financial Officer
Tel. +40 6103 801 338
Fax: +49 6103 801 347
17-Sep-2021 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
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