Update on acceptances – cash tender offer for all outstanding shares in Kaydence Pharma AS.
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
Oslo, Norway (23 March 2021) — Reference is made to the offer letter dated 9 March 2021 (the “Offer Letter”) for the cash tender offer (the “Kaydence Offer”) by Nattopharma ASA (the “Offeror” or “Nattopharma”) to acquire 100% of the shares of Kaydence Pharma AS, with organization number 919 864 559 ("Kaydence Pharma") at an offer price of NOK 5 per Share ("Offer Price").
Shareholders holding 2 288 587 shares in Kaydence Pharma, representing approximately 41.3% of the issued and outstanding shares in Kaydence Pharma, have accepted the Kaydence Offer upon expiry of the acceptance period today at 16:30 CET.
Consequently, the Offeror currently owns, or has, through acceptances from shareholders, rights to, in total 5 288 587 shares in Kaydence Pharma, representing in total 95.45% of the share capital of the Company.
Lesaffre has today announced that the closing conditions (i) minimum acceptance and (ii) regulatory approvals have been satisfied and that closing of the voluntary offer from Lesaffre for the shares in Nattopharma ("Voluntary Offer") will be completed within two weeks. Completion of the Voluntary Offer is the only condition for completion of the Kaydence Offer, and the Kaydence Offer is expected to be completed within [ten Business Days] after completion of the Voluntary Offer.
The complete terms and conditions for the Kaydence Offer, in addition to the settlement procedure, are set out in the Offer Letter and described in the previous stock exchange announcement dated 9 March 2021.
ABG Sundal Collier ASA acts as a financial adviser, and Advokatfirmaet CLP DA is acting as Norwegian legal adviser to NattoPharma.
For further information, please contact:
NattoPharma:
NattoPharma ASA
Att: Kjetil Ramsøy
Telephone: +47 906 12 943
Email: kjetil.ramsoy@nattopharma.com
About Kaydence Pharma:
Early stage pharmaceutical company focused on the development of menaquinone-7 (MQ-7, a form of vitamin K2) for the treatment of vascular calcification.
About NattoPharma:
NattoPharma is a public limited liability company listed on Euronext Expand Oslo and is headquartered in Oslo. NattoPharma is the world’s leader in vitamin K2 research and development, and is the owner and exclusive distributer of MenaQ7® Vitamin K2 as MK-7, the best documented, vitamin K2 as menaquinone-7 (MK-7) with guaranteed actives and stability, clinical substantiation, and international patents granted and pending, and now the new MenaQ7® Full Spectrum, which delivers menaquinones 6, 7, 8, and 9. The company has a multi-year research and development program to substantiate and discover the health benefits of vitamin K2 for applications in the marketplace for functional food and dietary supplements.
This information is subject to the disclosure requirements of NattoPharma pursuant to section 5 -12 of the Norwegian Securities Trading Act.