BioMarin Announces Completion of Tender Offer for Prosensa’s Shares and Commences Subsequent Offering Period

SAN RAFAEL, Calif., Jan. 15, 2015 (GLOBE NEWSWIRE) — BioMarin Pharmaceutical Inc. (Nasdaq:BMRN) announced today that it com­plet­ed the ini­tial offer­ing peri­od for the pre­vi­ous­ly announced ten­der offer for all of the out­stand­ing ordi­nary shares of Prosensa Holding N.V. (Nasdaq:RNA). As a result, BioMarin will pur­chase approx­i­mate­ly 93.4% of Prosensa’s out­stand­ing shares pur­suant to the ini­tial offer­ing peri­od for the ten­der offer. BioMarin also announced that it has com­menced a sub­se­quent offer­ing peri­od to pro­vide Prosensa share­hold­ers who have not yet ten­dered their shares the oppor­tu­ni­ty to do so. The sub­se­quent offer­ing peri­od is sched­uled to expire at 6:00 p.m., New York City time, on January 29, 2015.

About the Tender Offer

On December 12, 2014, BioMarin Falcons B.V. and BioMarin Giants B.V., each a sub­sidiary of BioMarin Pharmaceutical Inc., com­menced a ten­der offer to acquire all of the out­stand­ing ordi­nary shares of Prosensa Holding N.V. at a pur­chase price of $17.75 per share, net to the sell­er in cash, plus one non-trans­ferrable con­tin­gent val­ue right to receive cash pay­ments of up to $4.14 per share in the aggre­gate upon the achieve­ment of cer­tain prod­uct approval mile­stones, in each case, with­out inter­est there­on and less any applic­a­ble with­hold­ing tax­es. The ini­tial offer­ing peri­od for the ten­der offer and with­draw­al rights expired at 6:00 p.m., New York City time, yes­ter­day. Based on infor­ma­tion pro­vid­ed by the deposi­tary for the offer, a total of 33,746,104 shares, rep­re­sent­ing approx­i­mate­ly 93.4% of the aggre­gate num­ber of shares out­stand­ing, had been valid­ly ten­dered and had not been valid­ly with­drawn as of the ini­tial expi­ra­tion of the offer (exclud­ing shares ten­dered pur­suant to notices of guar­an­teed deliv­ery pro­ce­dures that had not yet been deliv­ered in sat­is­fac­tion of such guar­an­tee). BioMarin Falcons B.V. and BioMarin Giants B.V. have accept­ed for pay­ment all shares that were valid­ly ten­dered and were not valid­ly with­drawn from the offer, and pay­ment for such shares will be made prompt­ly in accor­dance with the terms of the offer. 933,445 addi­tion­al shares are guar­an­teed to be deliv­ered with­in two NASDAQ trad­ing days pur­suant to the guar­an­teed deliv­ery pro­ce­dures described in the offer, which, if added to the shares already valid­ly ten­dered, would rep­re­sent approx­i­mate­ly 96.0% of the shares out­stand­ing.

BioMarin Falcons B.V. and BioMarin Giants B.V. also announced today the com­mence­ment of a sub­se­quent offer­ing peri­od sched­uled to expire at 6:00 p.m., New York City time, on January 29, 2015. All shares prop­er­ly ten­dered dur­ing the sub­se­quent offer­ing peri­od will be imme­di­ate­ly accept­ed for pay­ment, and ten­der­ing hold­ers will there­after prompt­ly be paid the same form and amount of offer con­sid­er­a­tion as in the ini­tial offer­ing peri­od. The pro­ce­dures for ten­der­ing shares dur­ing the sub­se­quent offer­ing peri­od are the same as those applic­a­ble to the ini­tial offer­ing peri­od, except that (i) the guar­an­teed deliv­ery pro­ce­dures may not be used dur­ing the sub­se­quent offer­ing peri­od and (ii) no with­draw­al rights will apply to shares ten­dered dur­ing the sub­se­quent offer­ing peri­od.

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