Business Wire

Takeda Announces Term Loan Credit Agreement and Amendment to Bridge Credit Agreement in Connection with Proposed Shire Acquisition

Del

Takeda Pharmaceutical Company Limited (TSE: 4502) (“Takeda”) announces that it has today entered into a term loan credit agreement for an aggregate principal amount of up to 7.5 billion USD with leading global financial institutions including J.P. Morgan Chase Bank N.A., Sumitomo Mitsui Banking Corporation, MUFG Bank, Ltd. and Mizuho Bank, Ltd. (the “Term Loan Credit Agreement”). The majority of the funding has been committed by Japanese institutions.

The proceeds from the Term Loan Credit Agreement, which was heavily subscribed and is the largest syndication in Asia to date, will be used to fund a portion of Takeda’s cash consideration for its recommended offer for Shire plc, while also reducing commitments under the bridge facility agreement entered in connection with the proposed acquisition on May 8, 2018 (the “Bridge Credit Agreement”). The transaction with Shire plc is subject to shareholder votes from Takeda and Shire plc shareholders.

“We are pleased to have secured the term loan facility with backing from leading global financial institutions, which enables us to successfully de-risk a substantial portion of our bridge facility as we continue to make progress toward completing our proposed acquisition of Shire,” said Costa Saroukos, chief financial officer of Takeda. “This agreement supports our intention to maintain our well-established dividend policy and investment grade rating following closing of the transaction. The heavy demand to participate in the agreement – exceeding our financing need of 7.5 billion USD – reflects a strong vote-of-confidence from these leading global financial institutions in Takeda and our strategy to continue generating value for our investors.”

In connection with entering into the Term Loan Credit Agreement, certain technical and conforming amendments have been made to the Bridge Credit Agreement. In accordance with Rule 26 of the City Code on Takeovers and Mergers (the “Code”), copies of the Term Loan Credit Agreement and the amended Bridge Credit Agreement have been published on Takeda’s website and are available to view at www.takeda.com/investors/offer-for-shire.

About Takeda Pharmaceutical Company
Takeda Pharmaceutical Company Limited (TSE: 4502) is a global, research and development-driven pharmaceutical company committed to bringing better health and a brighter future to patients by translating science into life-changing medicines. Takeda focuses its R&D efforts on oncology, gastroenterology and neuroscience therapeutic areas plus vaccines. Takeda conducts R&D both internally and with partners to stay at the leading edge of innovation. Innovative products, especially in oncology and gastroenterology, as well as Takeda’s presence in emerging markets, are currently fueling the growth of Takeda. Approximately 30,000 Takeda employees are committed to improving quality of life for patients, working with Takeda’s partners in health care in more than 70 countries. For more information, visit https://www.takeda.com/newsroom/.

Important Notice

This announcement is not intended to, and does not, constitute, represent or form part of any offer, invitation or solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities whether pursuant to this announcement or otherwise.

The distribution of this announcement in jurisdictions outside the United Kingdom or Japan may be restricted by law or regulation and therefore any person who comes into possession of this announcement should inform themselves about, and comply with, such restrictions. Any failure to comply with such restrictions may constitute a violation of the securities laws or regulations of any such relevant jurisdiction.

Publication on Website

In accordance with Rule 26.1 of the Code, a copy of this announcement will be made available (subject to certain restrictions relating to persons resident in restricted jurisdictions) on Takeda’s website at www.takeda.com/investors/offer-for-shire by no later than 12 noon (London time) on 11 June 2018. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

Disclosure requirements of the Code

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s), save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Panel's website at www.thetakeoverpanel.org.uk , including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. You should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

Contact information

Takeda (Investor Relations)
Takashi Okubo, +81 3 3278 2306
takeda.ir.contact@takeda.com
or
Takeda (Media – outside Japan)
Elissa Johnsen, +1 312 285 3203
Elissa.Johnsen@takeda.com
or
Takeda (Media – within Japan)
Kazumi Kobayashi, +81 3 3278 2095
Kazumi.Kobayashi@takeda.com
or
Tsuyoshi Tada, +81 3 3278 2417
Tsuyoshi.Tada@takeda.com
or
Finsbury (communications support to Takeda)
(U.K.) Rollo Head / James Murgatroyd / Anjali Unnikrishnan, +44 207 251 3801
or
(U.S.) Kal Goldberg / Chris Ryall, +1 646 805 2000

Om Business Wire

Business Wire
Business Wire
24 Martin Lane
EC4R 0DR London

+44 20 7626 1982http://www.businesswire.co.uk

(c) 2018 Business Wire, Inc., All rights reserved.

Business Wire, a Berkshire Hathaway company, is the global leader in multiplatform press release distribution.

Følg saker fra Business Wire

Registrer deg med din epostadresse under for å få de nyeste sakene fra Business Wire på epost fortløpende. Du kan melde deg av når som helst.

Siste saker fra Business Wire

GE’s AffinityTM: The first civil supersonic engine in 55 years – launching a new era of efficient supersonic flight15.10.2018 22:17Pressemelding

At a press conference with Aerion Corporation today, GE Aviation announced that it has completed the initial design of the first supersonic engine purpose-built for business jets. This new engine class, revealed today as GE’s AffinityTM turbofan, is optimized with proven GE technology for supersonic flight and timed to meet the Aerion AS2 launch. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20181015005961/en/ The name “Affinity” was chosen because it reflects this engine class’ harmonious assemblage of GE’s commercial, non-civil and business aviation propulsion technologies to bring a true step-change in commercial supersonic propulsion. (Photo: Business Wire) The Affinity is a new class of medium bypass ratio engines that provide exceptional and balanced performance across supersonic and subsonic flights. The Affinity integrates a unique blend of proven military supersonic experience, commercial reliability and the most adv

IFF to Release Third Quarter 2018 Results November 515.10.2018 20:15Pressemelding

Regulatory News: International Flavors & Fragrances Inc. (NYSE:IFF) (Euronext Paris: IFF) (TASE: IFF), a leading innovator of scent, taste, and nutrition, announced that it will release its third quarter 2018 earnings results following the market close on Monday, November 5, 2018. The management team will host a live webcast on Tuesday, November 6, 2018 at 10:00 a.m. ET to discuss results and outlook with the investor community. Investors may access the live webcast and accompanying slide presentation on the Company's website at ir.iff.com. For those unable to listen to the live webcast, a recorded version will be made available for replay. Meet IFF International Flavors & Fragrances Inc. (NYSE:IFF) (Euronext Paris: IFF) (TASE: IFF) is a leading innovator of scent, taste, and nutrition, with over 110 manufacturing facilities, 100 R&D centers, and 33,000 customers globally. At the heart of our company, we are fueled by a sense of discovery, constantly asking “what if?”. That passion for

Sumitomo SHI FW Wins Contract for Biomass CFB Boiler Island in South Korea15.10.2018 20:00Pressemelding

Sumitomo SHI FW (SFW) announces today that it has been awarded a contract by SK Engineering & Construction Co., Ltd. for design and supply of SMG Energy’s SMG Biomass Power Plant to be located in Gunsan City in the Republic of Korea. Commercial operation of the new plant is scheduled for December 2020. SFW will design and supply the 100 MWe CFB steam generator and auxiliary equipment for the boiler island. The CFB steam generator will be designed to burn 100% wood pellets, while meeting applicable environmental regulatory requirements. SFW has supplied over 30 CFB steam generators to South Korea and this is the fourth firing biomass as its primary fuel. Tomas Harju-Jeanty, CEO, Sumitomo SHI FW, said: “Both higher efficiency and the use of biomass in power generation can contribute significantly to reducing emissions of carbon dioxide. SFW’s CFB technology is a perfect solution to meet these market requirements. We are pleased to again be chosen to play a part in helping South Korea mee

AMPLEXOR to Present on Neural Machine Translation Engine at Artificial Intelligence Event: 30 Years of DFKI – 30 Years of AI for Humans15.10.2018 19:09Pressemelding

AMPLEXOR: MEDIA ADVISORY: The German Research Center for Artificial Intelligence (DFKI) is one of the largest Artificial Intelligence (AI) centers of excellence globally, and is celebrating the 30th anniversary of its efforts partnering and researching AI for humans with an event, 30 Years of DFKI – 30 Years of AI for Humans. AMPLEXOR is honored to be the only external partner presenting at the event and will join senior researcher from DFKI, Raphael Rubino, to demonstrate AMPLEXOR’s enterprise-grade, neural machine translation (NMT) solution, developed in collaboration with DFKI. The NMT collaboration with DFKI was announced earlier in 2018 to support the translation of content in highly specific and demanding industries, Life Sciences and medical devices. The solution aims to significantly reduce the amount of human intervention to produce professional translation quality and has consistently outperformed customized engines from well-known MT providers. What: AMPLEXOR joins DFKI to c

Lehman Brothers Treasury to Further Explore Strategic Opportunities15.10.2018 16:54Pressemelding

Lehman Brothers Treasury Co. B.V. in liquidation (“LBT”) today, through its U.S. counsel Kramer Levin Naftalis & Frankel LLP, announced that the liquidators of LBT are continuing to explore various strategies to, among other things, facilitate the consolidation of the LBT creditor base and the wind-down of the LBT estate. To that end, the liquidators of LBT intend to engage with certain of LBT’s creditors and other market participants regarding potential strategies, including, but not limited to, a potential sale of a portion of LBT’s assets. No assurances can be made that any strategy will be employed, or if one is employed, the timing of its implementation. LBT does not undertake to publicly update its disclosure to reflect developments in this matter. View source version on businesswire.com: https://www.businesswire.com/news/home/20181015005777/en/ Contact information Kramer Levin Naftalis & Frankel LLP Daniel Eggermann, 212-715-9495

SFL – Third-Quarter 2018 Financial Information15.10.2018 16:28Pressemelding

Regulatory News: SFL (Paris:FLY): Consolidated revenue by business segment (€000's) 2018 (9 months) 2017 (9 months) Rental income 143,790 147,819 o/w Paris Central Business District 119,038 114,326 Paris Other 22,479 21,526 Western Crescent 2,273 11,967 Other revenue 0 0 Total consolidated revenue 143,790 147,819 At €143.8 million, consolidated rental income for the first nine months of 2018 was down €4.0 million or 2.7% compared to the €147.8 million reported for the same period of 2017. The decline was due to the disposal of the IN/OUT property in September 2017, the effects of which were offset to a significant extent by growth in like-for-like income. On a like-for-like basis (excluding all changes in the portfolio affecting period-on-period comparisons), rental income was €6.0 million (4.6%) higher, reflecting the contribution of new leases signed in 2017 and 2018, mainly in the Washington Plaza, 103 Grenelle, Cézanne Saint-Honoré and 9 Percier properties, as well as an increase i