THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.12 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2022 (THE "TAKEOVER RULES").
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.
Statement from
There is no certainty that any offer will be made, nor as to the terms on which any such offer may be made, if forthcoming.
About
We are an innovative global healthcare company, driven by one purpose: we chase the miracles of science to improve people’s lives. Our team, across some 100 countries, is dedicated to transforming the practice of medicine by working to turn the impossible into the possible. We provide potentially life-changing treatment options and life-saving vaccine protection to millions of people globally, while putting sustainability and social responsibility at the center of our ambitions.
Media Relations
Sandrine Guendoul | + 33 6 25 09 14 25 | sandrine.guendoul@sanofi.com
Sally Bain | + 1 617 834 6026 | sally.bain@sanofi.com
Nicolas Obrist | + 33 6 77 21 27 55 | nicolas.obrist@sanofi.com
Victor Rouault | + 33 6 70 93 71 40 | victor.rouault@sanofi.com
Investor Relations
Eva Schaefer-Jansen | + 33 7 86 80 56 39 | eva.schaefer-jansen@sanofi.com
Felix Lauscher | + 1 908 612 7239 | felix.lauscher@sanofi.com
Responsibility Statement and Disclaimers
The directors of
Dealing Disclosure Requirements
Under Rule 8.3(a) of the Takeover Rules, any person who is "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of an "offeree" 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" 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
Under Rule 8.3(b) of the Takeover Rules, any person who is, or becomes, "interested" in 1% or more of any class of "relevant securities" of the "offeree" or of any securities exchange "offeror" must make a "dealing" disclosure if the person deals in any "relevant securities" of the "offeree" 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" and (ii) any securities exchange "offeror(s)". A "dealing disclosure" by a person to whom Rule 8.3(b) applies must be made by no later than
If two or more persons co-operate on the basis of any agreement, either express or tacit, either oral or written, to acquire an "interest" in "relevant securities" of an "offeree" or of any securities exchange "offeror", they will be deemed to be a single person for the purpose of Rule 8.3 of the Takeover Rules.
"Opening position disclosures" must also be made by the "offeree" and by any "offeror" and "dealings" disclosures must also be made by the "offeree", by any "offeror" and by any persons "acting in concert" with any of them in the circumstances set out in the Takeover Rules (see Rules 8.1, 8.2 and 8.4).
A disclosure table, giving details of the companies in whose "relevant securities" opening position disclosures and dealing disclosures should be made, can be found on the
"Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.
Terms in quotation marks are defined in the Takeover Rules, which can be found on the
If you are in any doubt as to whether or not you are required to disclose an "opening position" or "dealing" under Rule 8, please consult the
No offer or solicitation
This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities or the solicitation of any vote or approval in any jurisdiction, whether pursuant to this announcement or otherwise.
The distribution of this announcement in jurisdictions outside
Publication on a website
In accordance with Rule 26.1 of the Takeover Rules, a copy of this announcement will be available on
Forward-Looking Statement
This announcement contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, as amended. Forward-looking statements are statements that are not historical facts and may include projections and estimates and their underlying assumptions, statements regarding plans, objectives, intentions and expectations with respect to future financial results, events, operations, services, product development and potential, and statements regarding future performance. Forward-looking statements are generally identified by the words “expects”, “anticipates”, “believes”, “intends”, “estimates”, “plans” and similar expressions. Although Sanofi’s management believes that the expectations reflected in such forward-looking statements are reasonable, investors are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of
The risks and uncertainties also include the uncertainties discussed or identified in the public filings with the
Attachment
- Press_Release
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