[Ad hoc announcement pursuant to Art. 53 LR] Roche announces the repurchase of the equity stake held by Novartis in Roche
- Roche and Novartis agree on the repurchase by Roche Holding Ltd of 53.3 million Roche shares from Novartis Holding AG.
- Repurchase is conditional upon the approval of a capital reduction by cancellation of the repurchased shares and the approval of the interim financial statements prepared for the purpose of the transaction by an Extraordinary General Meeting of Roche Holding Ltd. The Extraordinary General Meeting will take place on 26 November 2021.
- Repurchase leads to the disentanglement of the two competitors; Roche regains full strategic flexibility.
- The repurchase price is CHF 356.9341 per share. It corresponds to the volume weighted average price of the Roche non-voting equity certificates over the last 20 trading days up to and including 2 November 2021.
- All holders of Roche equity securities (shares and non-voting equity certificates) benefit from the earnings accretion resulting from the transaction.
- Roche intends to cancel the shares repurchased from Novartis after completion of the repurchase.
- Roche confirms the outlook for the year 2021 and is aiming at increasing the dividend in Swiss francs also for 2021.
Basel, 4 November 2021 - Roche (SIX: RO, ROG; OTCQX: RHHBY) and Novartis have announced today that they agreed on a repurchase by Roche of the 53.3 million Roche shares held by Novartis. The aggregate transaction value is approx. CHF 19 billion. The price per share is CHF 356.9341. It corresponds to the volume weighted average price of the Roche non-voting equity certificates over the last 20 trading days up to and including 2 November 2021. The Board of Directors of Roche has approved the envisaged repurchase, which will be debt-financed by Roche. All shareholders and holders of non-voting equity certificates of Roche benefit from the earnings accretion resulting from the transaction.
Christoph Franz, Chairman of the Board of Directors of Roche: "I am convinced that the envisaged transaction is in the best interest of Roche and the holders of Roche equity securities from a strategic and economic perspective. As a result, Roche will be even better positioned strategically in the future to provide life-saving medicines and diagnostics to people around the world.“
The transaction does not result in a change of control, as the pool formed by shareholders of the founding families has held the majority of the votes represented at general meetings of Roche previously. The voting power of the family pool will increase to approx. 67.5% upon completion of the transaction without any involvement or participation of the family pool in the transaction. The representatives of the family pool did not participate in the deliberations and the vote of the Board of Directors on this transaction. Based on a request of the family pool, the Swiss Takeover Board has exempted the pool from the obligation to submit a mandatory offer based on the applicable statutory provisions.
The percentage of shares held by the public (so-called "free float") will increase from currently 16.6% to 24.9% with the cancellation of the equity stake held by Novartis. This will allow the shares to be included in the Swiss Performance Index (SPI) and possibly in other indices.
The Extraordinary General Meeting to approve the capital reduction by cancellation of the shares repurchased from Novartis and to approve the interim financial statements prepared for the purpose of this transaction will be held on 26 November 2021. In accordance with the Articles of Association of Roche, the official invitation will be published twice in the Swiss Official Gazette of Commerce (SHAB; https://shab.ch/#!/gazette), for the first time on Friday, 5 November 2021. In addition, the invitation advertisement will be published in the daily and financial press from Monday, 8 November 2021.
Roche confirms the outlook for the full year and expects a mid-single-digit sales growth at constant exchange rates. Core EPS growth at constant exchange rates is targeted to be broadly in line with sales growth. Furthermore, Roche is aiming at increasing the dividend in Swiss francs also for 2021.
Roche is a global pioneer in pharmaceuticals and diagnostics focused on advancing science to improve people’s lives. The combined strengths of pharmaceuticals and diagnostics, as well as growing capabilities in the area of data-driven medical insights help Roche deliver truly personalised healthcare. Roche is working with partners across the healthcare sector to provide the best care for each person.
Roche is the world’s largest biotech company, with truly differentiated medicines in oncology, immunology, infectious diseases, ophthalmology and diseases of the central nervous system. Roche is also the world leader in in vitro diagnostics and tissue-based cancer diagnostics, and a frontrunner in diabetes management. In recent years, the company has invested in genomic profiling and real-world data partnerships and has become an industry-leading partner for medical insights.
Founded in 1896, Roche continues to search for better ways to prevent, diagnose and treat diseases and make a sustainable contribution to society. The company also aims to improve patient access to medical innovations by working with all relevant stakeholders. More than thirty medicines developed by Roche are included in the World Health Organization Model Lists of Essential Medicines, among them life-saving antibiotics, antimalarials and cancer medicines. Moreover, for the twelfth consecutive year, Roche has been recognised as one of the most sustainable companies in the pharmaceutical industry by the Dow Jones Sustainability Indices (DJSI).
The Roche Group, headquartered in Basel, Switzerland, is active in over 100 countries and in 2020 employed more than 100,000 people worldwide. In 2020, Roche invested CHF 12.2 billion in R&D and posted sales of CHF 58.3 billion. Genentech, in the United States, is a wholly owned member of the Roche Group. Roche is the majority shareholder in Chugai Pharmaceutical, Japan. For more information, please visit www.roche.com.
All trademarks used or mentioned in this release are protected by law.
Roche Group Media Relations
Phone: +41 61 688 8888 / e-mail: email@example.com
Phone: +41 61 687 14 27
|Dr. Nicolas Dunant|
Phone: +41 79 264 39 25
AttachmentTo view this piece of content from www.globenewswire.com, please give your consent at the top of this page.
To view this piece of content from ml-eu.globenewswire.com, please give your consent at the top of this page.
About GlobeNewswire by notified
One Liberty Plaza - 165 Broadway
NY 10006 New York
GlobeNewswire by notified is one of the world's largest newswire distribution networks, specializing in the delivery of corporate press releases financial disclosures and multimedia content to the media, investment community, individual investors and the general public.
Subscribe to releases from GlobeNewswire by notified
Subscribe to all the latest releases from GlobeNewswire by notified by registering your e-mail address below. You can unsubscribe at any time.
Latest releases from GlobeNewswire by notified
Galapagos increases share capital through subscription right exercises3.12.2021 22:01:00 CET | Press release
Mechelen, Belgium; 3 December 2021, 22.01 CET; regulated information – Galapagos NV (Euronext & NASDAQ: GLPG) announces a share capital increase arising from subscription right exercises. Galapagos issued 22,600 new ordinary shares on 3 December 2021, for a total capital increase (including issuance premium) of €578,700.00. Pursuant to the subscription right exercise program of Galapagos’ management board, members of the management board automatically are committed to exercise a minimum number of subscription rights, subject to certain conditions. In accordance with the rules of this program, one management board member exercised 5,000 subscription rights. In accordance with Belgian transparency legislation1, Galapagos notes that its total share capital currently amounts to €354,582,005.11, the total number of securities conferring voting rights amounts to 65,552,721, which is also the total number of voting rights (the “denominator”), and all securities conferring voting rights and al
Sampo plc’s share buybacks 03/12/20213.12.2021 21:30:00 CET | Press release
SAMPO PLC STOCK EXCHANGE RELEASE 03/12/2021 at 10:30 pm Sampo plc’s share buybacks 03/12/2021 On 03/12/2021 Sampo plc (business code 0142213-3, LEI 743700UF3RL386WIDA22) has acquired its own A shares (ISIN code FI0009003305) as follows: Sampo plc’s share buybacksAggregated daily volume (in number of shares)Daily weighted average price of the purchased shares*Market (MIC Code)23,68743.29AQEU27,42643.28CEUX4,32043.37TQEX72,59243.31XHELTOTAL128,02543.30 *rounded to two decimals On 1 October 2021, Sampo announced a share buyback programme of up to a maximum of EUR 750 million in compliance with the Market Abuse Regulation (EU) 596/2014 (MAR) and the Commission Delegated Regulation (EU) 2016/1052. The programme, which started on 4 October 2021, is based on the authorization granted by Sampo's Annual General Meeting on 19 May 2021. After the disclosed transactions, the company owns in total 6,263,553 Sampo A shares representing 1.13 per cent of the total number of shares in Sampo plc. Detail
Projekt Öyfjellet försenat – beräknas färdigställas under första kvartalet 20223.12.2021 21:15:00 CET | Pressemelding
Hässleholm den 3 december 2021 I delårsrapporten för det tredje kvartalet, som offentliggjordes den 18 november 2021, kommunicerade Eolus att det finns risk för försening i färdigställandet av det norska 400 MW projektet Öyfjellet. Baserat på uppdaterad information om byggprocessen beräknar Eolus nu att vindparken färdigställs under det första kvartalet 2022. Per idag, den 3 december 2021, har samtliga 72 turbiner färdigmonterats. 34 turbiner har börjat generera el. Huvudskälen till förseningen är utmanande väderförhållanden, vilket har påverkat installationsarbetet, samt Covid-19 relaterade orsaker som begränsat både resemöjligheterna för personal och lett till leveransförseningar avseende komponenter. Förseningen kommer att ha en negativ påverkan på Eolus projektmarginal. För ytterligare information kontakta: Per Witalisson, VD, telefon +46 (0)70-265 16 15 Johan Hammarqvist, kommunikationschef, telefon +46 (0)720-50 59 11 Kort om Eolus Eolus Vind är en av Nordens ledande projektörer
Project Øyfjellet delayed - new estimated completion in the first quarter of 20223.12.2021 21:15:00 CET | Press release
Hässleholm, Sweden, December 3rd, 2021 In the interim report for the third quarter, released on November 18, 2021, Eolus communicated a risk of delay in the completion of the 400 MW Norwegian wind project Øyfjellet. Based on updated information of the construction progress, Eolus now estimates that the wind farm will be completed during the first quarter of 2022. As of today, December 3, 2021, construction of all 72 turbines have been completed. First electricity production has been achieved by 34 turbines. The main reasons for the delay are challenging weather conditions which has effected the progress of the installations and Covid-19 related issues which has restricted both travel possibilities for personnel and led to delays in delivery of components. The delay is expected to have a negative impact on Eolus’ profit margin for the construction of the project. For further information contact: Per Witalisson, CEO, +46 70-265 16 15 Johan Hammarqvist, Head of Communications, +46 720 50
ING reports outcome of 2021 EU-wide Transparency Exercise and Risk Assessment Report3.12.2021 18:12:26 CET | Press release
ING reports outcome of 2021 EU-wide Transparency Exercise and Risk Assessment Report ING notes the announcements made today by the European Banking Authority (EBA) and the European Central Bank (ECB) regarding the information of the 2021 EU-wide Transparency Exercise and Risk Assessment Report. Background EU‐wide Transparency Exercise The EBA Board of Supervisors approved the package for the EU‐wide Transparency Exercise, which since 2016 is performed on an annual basis and published along with the Risk Assessment Report (RAR). The annual transparency exercise is based solely on regulatory reporting data (COREP/FINREP) on the form and scope to assure a sufficient and appropriate level of information to market participants. The templates were centrally filled in by the EBA and sent afterwards for verification by banks and supervisors. The outcome of the exercise related to ING Group can be found in the annexes on the EBA website. Note for editors For further information on ING, please v
KBC Group: KBC report on the 2021 EBA Transparency Exercise3.12.2021 18:10:00 CET | Press release
Press Release Outside trading hours - Regulated information* Brussels, 3 December 2021 – after trading hours KBC report on the 2021 EBA Transparency Exercise KBC notes the announcements made today by the European Banking Authority (EBA) and the European Central Bank (ECB) regarding the publication of the EU-wide Transparency Exercise. The information of this 2021 EU-wide Transparency Exercise refers to the reported data as of 30 September 2020, 31 December 2020, 31 March 2021 and 30 June 2021. The templates, published on a bank-by-bank basis, are the following: Key MetricsLeverage ratioCapitalRisk exposure amountsP<otal Assets: fair value and impairment distributionLiabilitiesMarket RiskCredit RiskGeneral governments exposuresPerforming and Non-Performing ExposuresForborne ExposuresLoans and advances to non-financial corporationsCovid-19 The data collection relies on the standard information reported by the banks to the EBA on a regular basis through the supervisory reporting framewo
Changes in the Board of Directors3.12.2021 17:40:00 CET | Press release
Basel, 3 December 2021 - Roche (SIX: RO, ROG; OTCQX: RHHBY) today announced that at its December meeting the Board of Directors of Roche Holding Ltd has approved first proposals to the Annual General Meeting (AGM) scheduled for 15 March 2022. Mr Paul Bulcke, who has been serving on the Board of Directors since 2011, has decided not to stand for re-election at the AGM in 2022, following almost eleven years of tenure. The Board of Directors proposes Dr Jemilah Mahmood, currently the Special Advisor on Public Health to Malaysia’s prime minister, for election to the Board of Directors at the AGM 2022. “As a member of the Board and of the Audit Committee, Paul Bulcke has made significant contributions to Roche’s success,” said Roche Chairman Christoph Franz. “On behalf of the Board of Directors, I would like to extend our sincere thanks to Paul Bulcke who gave great support to Roche with his enormous leadership experience and his strong entrepreneurial thinking.” Christoph Franz added: “I a