Last checked at 29 Feb 2016 13:47
Voting Rights and Capital and UK Takeover Code
London, 29 February 2016 - Further to the announcement dated 29 February 2016 by Hikma Pharmaceuticals PLC ("Hikma" or the "Company") (LSE: HIK) (NASDAQ Dubai: HIK) (OTC: HKMPY) relating to the completion of the acquisition by the Company of Roxane Laboratories Inc. and Boehringer Ingelheim Roxane Inc. from Boehringer Ingelheim Corporation (the "Acquisition"), the Company wishes to notify the market of the following:
As at 29 February 2016, the Company's capital consists of 239,385,501 ordinary shares with voting rights. There are nil shares held in treasury.
Pursuant to the shareholders' agreement entered into at completion of the Acquisition between the Company, Boehringer Ingelheim International GmbH and Boehringer Ingelheim Corporation, the Boehringer Ingelheim group is only entitled to exercise voting rights attaching to 28,500,000 of the 40,000,000 ordinary shares in the Company that it currently holds, as more fully described in the combined prospectus and circular relating to the Acquisition. However, the full 40,000,000 ordinary shares held by the Boehringer Ingelheim group should be taken into account for the purposes of the FCA's Disclosure and Transparency Rules.
Accordingly, the above figure of 239,385,501 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure and Transparency Rules.
Shareholders should also note that the full 40,000,000 ordinary shares held by the Boehringer Ingelheim group are regarded as having voting rights for the purposes of the UK Takeover Code. Accordingly, shareholders (including members of the Boehringer Ingelheim group) should use the above figure of 239,385,501 as the denominator for the calculations by which they would determine their interest in shares which carry voting rights. For the purposes of Rule 9 of the UK Takeover Code, (a) the Boehringer Ingelheim group is regarded as being interested in shares carrying approximately 16.71 per cent. of the voting rights of Hikma and (b) Darhold Limited and the Concert Party are regarded as being interested in shares carrying approximately 26.31 per cent. of the voting rights of Hikma.
- ENDS -
Enquiries
Hikma Pharmaceuticals PLCPeter Speirs +44 20 7399 2760Company Secretary
About Hikma
Hikma Pharmaceuticals PLC is a fast growing pharmaceutical group focused on developing, manufacturing and marketing a broad range of both branded and non-branded generic and in-licensed products. Hikma's operations are conducted through three businesses: "Branded", "Injectables" and "Generics" based primarily in the Middle East and North Africa ("MENA") region, where it is a market leader, the United States and Europe. In 2014, Hikma achieved revenues of $1,489 million and profit attributable to shareholders of $278 million.