Takeda, TiGenix Announce Results Of Second Acceptance Period For Takeover Bid

Takeda Pharmaceutical Company Limited (TKPHF.PK) and TiGenix NV announced the results of the second acceptance period of Takeda’s 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 July 3, 2018.

Takeda confirmed that, as of the expiration of the second acceptance period on July 3, 2018, a total of 272.44 million Ordinary Shares and a total of 12.21 million Warrants had been validly tendered into the Bid and not withdrawn.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 second acceptance period, Takeda will hold 96.08% of all Ordinary Shares and will have acquired 95.76% of the Ordinary Shares that were the subject of the Bid. Payment for the Ordinary Shares, Warrants and ADSs validly tendered and not withdrawn in the second acceptance period is currently expected to commence on July 10, 2018.

Takeda confirms that the conditions for a simplified squeeze-out have been met as, following settlement of the Securities tendered in the second acceptance period, Takeda will own more than 95% of the outstanding Ordinary Shares (including Ordinary Shares represented by ADSs) and will have acquired more than 90% of the Ordinary Shares that were the subject of the Bid.

The squeeze-out period for the Belgian Offer and the U.S. Offer will commence today, July 6, 2018, at 9 a.m. CEST, and 9 a.m. EDT, respectively, and is scheduled to expire on July 26, 2018, at 4 p.m. CEST, and 10 a.m. EDT, respectively. The results of the squeeze-out period are expected to be published on July 31, 2018. Payment for the Securities validly tendered and not withdrawn in the squeeze-out period is

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