SUCCESSFUL TAKEOVER OF SCHWARZ PHARMA BY UCB
Acceptance level of UCB tender offer for SCHWARZ PHARMA reaches 87.62%
Brussels (Belgium), January 4, 2007 - 7:00 AM (CET) - UCB announces that it has received tenders amounting to 87.62% of the total outstanding share capital of SCHWARZ PHARMA AG ("SCHWARZ PHARMA") (or 86.80% of the fully diluted share capital, including treasury shares) during its tender offer for SCHWARZ PHARMA which closed on December 28, 2006 at midnight. Shareholders of SCHWARZ PHARMA, who have tendered their shares during the final acceptance period, are expected to receive, on January 11, 2007, payment of 50 euros in cash and 0.8735 new UCB shares as consideration for each tendered SCHWARZ PHARMA share. The listing of these new UCB shares on Eurolist by Euronext Brussels is expected to occur on January 8, 2007.
Roch Doliveux, CEO of UCB, said, "We are very pleased with the results of our tender offer for SCHWARZ PHARMA. The level of acceptances provides a solid basis for this exciting business combination. We welcome the SCHWARZ PHARMA shareholders to UCB and thank them for their support in assisting to build UCB into the next generation biopharmaceutical leader."
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UCB (www.ucb-group.com) is a leading global biopharmaceutical company dedicated to the research, development and commercialisation of innovative pharmaceutical and biotechnology products in the fields of central nervous system disorders, allergy/respiratory diseases, immune and inflammatory disorders and oncology - UCB focuses on securing a leading position in severe disease categories. Employing over 8,300 people in over 40 countries, UCB achieved revenue of 2.3 billion euro in 2005. UCB is listed on the Euronext Brussels Exchange. Worldwide headquarters are located in Brussels, Belgium.
Headquartered in Monheim (Germany), SCHWARZ PHARMA (www.schwarzpharma.com) is a stock listed company with approximately 4,400 employees worldwide. The company develops novel medicines in the therapeutic areas of the central nervous system. Furthermore it markets innovative drugs focused to treat cardiovascular and gastro-intestinal diseases. In 2005 the SCHWARZ PHARMA group achieved global sales of nearly € 1 billion. The company has a strong international presence with subsidiaries in Europe, USA and Asia. SCHWARZ PHARMA is listed on the Frankfurt and Duesseldorf Stock Exchange.
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This news release contains forward-looking statements. Such forward looking statements involve known and unknown risks, uncertainties and other factors which might cause the actual results, financial condition, performance, or achievements of UCB or industry results, to be materially different from any future results, performance, or achievements expressed or implied by such forward looking statements. The statements in this press release represent UCB's expectations and beliefs as of the date of this press release. UCB anticipates that subsequent events and developments may cause these expectations and beliefs to change. However, while UCB may elect to update these forward-looking statements at some point in the future, it specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing UCB's expectations or beliefs as of any date subsequent to the date of this press release.
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