Amgen Inc. made an offer to acquire Nuevolution AB (OM:NUE) from Industrifonden, Skandinaviska Enskilda Banken AB (publ.) (OM:SEB A), Sunstone LSV Fund I K/S, SEB-Stiftelsen, Skandinaviska Enskilda Bankens Pensionsstiftelse, S-E-Bankens Utvecklingsstiftelse and others for SEK 1.6 billion.
The offer is subject to the acceptance of 90% of the total number of shares in Nuevolution and receipt of all necessary regulatory, governmental or similar clearances, approvals and decisions, including from competition authorities. The offer is not subject to any financing condition. The Board of Directors of Nuevolution have unanimously recommended the shareholders of Nuevolution accept the offer. Sunstone LSV Fund I K/S, Skandinaviska Enskilda Banken AB (publ) and Stiftelsen Industrifonden, which own approximately 21%, 20% and 18%, respectively, of the outstanding shares and votes in Nuevolution, have undertaken to accept the offer. As of May 29, 2019, S-E-Bankens Utvecklingsstiftelse and SEB-Stiftelsen, Skandinaviska Enskilda Bankens Pensionsstiftelse which own stakes of approximately 7% and 5%, respectively, in Nuevolution have under separate agreements undertaken to accept the offer, subject to the offer being declared unconditional not later than September 1, 2019 and Amgen not committing any material breach of the Nasdaq Stockholm's Takeover Rules or other laws and regulations applicable to the offer. As of June 12, 2019, Amgen published the offer document. The acceptance period will start on June 13, 2019 and will expire on July 4, 2019. Settlement is expected to commence on or around July 15, 2019.
PJT Partners and Skandinaviska Enskilda Banken AB (publ.) (OM:SEB A) acted as financial advisors and Sullivan & Cromwell LLP and Mannheimer Swartling acted as legal advisors for Amgen. Advokatfirman Vinge acted as legal advisor to Nuevolution. SEB Emissioner acts as settlement agent in relation to the offer.