On February 5, 2024, MorphoSys entered into a Business Combination Agreement with Novartis BidCo AG (formerly known as Novartis data42 AG) and Novartis AG (hereinafter collectively referred to as “Novartis”) based on the intention of Novartis to submit a voluntary public takeover offer for all outstanding MorphoSys no-par value bearer shares. Novartis offered MorphoSys shareholders € 68.00 per share in cash, representing a total equity value of € 2.7 billion (the “Takeover Offer”).
Takeover Offer Results and Next Steps:
The acceptance period of the Takeover Offer ended on May 13, 2024. The statutory two-week additional acceptance period ended on May 30, 2024.
During the acceptance period and the additional acceptance period, the Takeover Offer was accepted by approximately 89.5% of the total share capital of MorphoSys, including purchases by Novartis outside of the Takeover Offer for approximately 11.6% of the share capital.
The settlement of the shares tendered during the acceptance period and the change of control occurred on May 23, 2024. As a result, Novartis became the majority shareholder of MorphoSys, making MorphoSys a part of Novartis. The settlement of the shares tendered during the additional acceptance period is expected to occur on June 10, 2024.
Novartis continues to progress the workstreams for implementation of both a delisting of MorphoSys and a domination and profit and loss transfer agreement with MorphoSys.
source: MorphoSys AG
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