EQT X EUR SCSp and EQT X USD SCSp managed by Eqt Fund Management S.à R.L. and Luxinva SA (the Offerors) made an offer to acquire Dechra Pharmaceuticals PLC (LSE:DPH) for £4.6 billion on April 13, 2023. Under the terms of the possible offer, Dechra shareholders would receive £40.7 per ordinary share in cash. EQT is required, by not later than 5.00 pm on May 11, 2023, either to announce a firm intention to make an offer for Dechra in accordance with Rule 2.7 of the Code or to announce that it does not intend to make an offer. As announced on May 11, 2023, the deadline to make an offer was extended and, EQT is now required, by not later than 5.00 pm on June 2, 2023 either to announce a firm intention to make an offer for Dechra in accordance with Rule 2.7 Code or to announce that it does not intend to make an offer. EQT X EUR SCSp and EQT X USD SCSp managed by EQT and Luxinva SA reached an agreement to acquire Dechra Pharmaceuticals PLC for £4.4 billion on June 2, 2023. As reported, the Offerors have reached agreement on the terms and conditions of a recommended all cash offer to be made by the Offerors for the entire issued, and to be issued, ordinary share capital of Dechra. Under the terms of the acquisition, each Dechra shareholder will be entitled to receive £38.75 per share in cash. The acquisition values Dechra's entire issued, and to be issued, ordinary share capital at approximately £4,459 million on a fully diluted basis and implies an enterprise value of £4,882 million, including reported net debt of £423.3 million. It is intended that the acquisition will be implemented by way of a court-sanctioned scheme of arrangement under Part 26 of the 2006 Act. Following the acquisition, EQT will own 74% while Luxinva will own 26% stake in Dechra Pharmaceuticals. If, on or after the date of this announcement and prior to the acquisition becoming Effective, any dividend and/or other distribution and/or other return of capital or value is announced, declared, made or paid or becomes payable in respect of the Dechra Shares, Bidco reserves the right to reduce the consideration payable under the terms of the acquisition for the Dechra Shares by an amount up to the aggregate amount of such dividend and/or distribution and/or other return of capital or value, in which case any reference in this announcement to the consideration payable under the terms of the acquisition will be deemed to be a reference to the consideration as so reduced. The cash consideration payable to Dechra Shareholders under the terms of the acquisition will be financed by: equity to be invested by investment vehicles managed by EQT, equity to be invested by Luxinva and debt to be provided under the Interim Facilities Agreement.

Post-acquisition, Dechra will continue to operate as a standalone business group. The employees and management of Dechra have been and will continue to be key to the continued success of the Dechra Group. It is intended that, with effect from the Effective Date, each of the Non-Executive Directors of Dechra shall resign from their office. The offerors have no plans to change the location or functions of Dechra's headquarters in Northwich. The acquisition is conditional on, among other things, the approval of the requisite majority of Dechra Shareholders at the Court Meeting and at the General Meeting; the sanction of the Scheme by the Court; the delivery of a copy of the Court Order to the Registrar of Companies; Antitrust approvals including approval of European Union, and antitrust approvals in US, Austria, Brazil, and Germany, regulatory approvals in Australia and Spain; and other third party clearances. The Dechra Board of Directors intend to recommend unanimously that Dechra Shareholders vote in favour of the Scheme at the Court Meeting and the resolution(s) to be proposed at the General Meeting. The offerors have received irrevocable undertakings in respect of a total of 471,582 Dechra Shares, representing approximately 0.414% of Dechra Pharmaceuticals?s shares. As of July 20, 2023, Dechra shareholders has approved the transaction. The acquisition is currently expected to complete towards the end of 2023 or early 2024. As on December 22, 2023, The European Commission has approved the acquisition of Dechra Pharmaceuticals by EQT AB. As of December 22, 2023, the Sanction Hearing has been scheduled to take place on January 12, 2024, and that the Scheme is expected to become Effective on January 16, 2024. As of January 12, 2024, the Court has sanctioned the scheme.

Chris Treneman, Bruce Garrow and David Anderson of Investec Bank plc acted as sole financial advisor and corporate broker to the Dechra Directors. Laurent Dhome, Geoff Iles, Roy Wouters, Antonia Rowan and Roman Makovitskiy of Merrill Lynch International (BofA Securities) and Anthony Zammit, James Talbot, Tom Perry and Omar Salih of Morgan Stanley & Co. International plc acted as joint financial advisors to EQT and Luxinva. Roger Johnson, Dipak Bhundia, Francesca Storey-Harris, Adrian Duncan, Luke Forryan, Oliver Weighill and Sherlin Wong of Kirkland & Ellis International LLP is acting as legal advisor to Bidco (which is indirectly owned by EQT Funds and EQT) and EQT, and Michael Hilton, Stephen Hewes, Rafique Bachour and Peter Clements of Freshfields Bruckhaus Deringer LLP is acting as legal advisor to Luxinva and its parent, Abu Dhabi Investment Authority (ADIA). Charles Cook, Jon Earle, Karin Kirschner, Sara Smith, Nick Hipwell and Martin Macleod of DLA Piper UK LLP is acting as legal advisor to Dechra. Karen Davies, Tim Rennie, Harry Thimont, Darren Phelan, Sophie Hensher, Sasha Sawant and Alexandra Riley-Joseph of Ashurst acted as legal advisors to Morgan Stanley & Co. International plc and Merrill Lynch International. Jefferies International Limited acted as financial advisor to EQT. Equiniti acted as a information agent to Dechra.

EQT X EUR SCSp and EQT X USD SCSp managed by Eqt Fund Management S.à R.L. and Luxinva SA (the Offerors) completed the acquisition of Dechra Pharmaceuticals PLC (LSE:DPH) on January 16, 2024. The admission of the Dechra Shares to the premium listing segment of the Financial Conduct Authority's Official List and the admission of the Dechra Shares to trading on the London Stock Exchange plc's main market for listed securities, and therefore dealings in Dechra Shares, were suspended. As the Scheme has now become Effective, Dechra duly announces that, as of today's date all of the Non-Executive Directors of Dechra have tendered their resignation and stepped down from the Dechra Board. Ian Page and Paul Sandland will remain as directors on the Dechra Board.