MONTREAL, Aug. 14, 2020 — Knight Therapeutics Inc. (TSX: GUD) (“Knight“), a leading pan-American (ex-US) specialty pharmaceutical company, today announced the results of the tender offer process (“Tender Offer“) for the acquisition of all outstanding Brazilian Depositary Receipts (“BDRs“) of Biotoscana Investments S.A. (“GBT“). A total of 49,778,512 of BDRs were tendered by BDR holders thereby resulting in Knight owning 98% of all outstanding GBT shares and BDRs. The settlement of the Tender Offer shall occur on August 18, 2020 (“Settlement Date”). On the Settlement Date, Knight will payout a total of R$517,837,423.
Based on the results provided by B3 S.A. – Brasil, Bolsa, Balcão on the date hereof: (a) 169,757 BDRs were tendered at the Offer Price. Accordingly, Knight shall pay R$11.23 per BDR to the BDR Holders that chose this price, provided that (i) R$8.98 per BDR will be paid on the Settlement Date, in cash; and (ii) R$2.25 per BDR will be deposited in an escrow account for the benefit of such BDRs Holders, and further provided that the amount of R$0.91 shall be mandatorily paid at any time prior to November 29, 2022, as adjusted by SELIC from the Settlement Date until the payment date; and (b) 49,608,755 BDRs were tendered at the Alternative Offer Price. Accordingly, Knight shall pay R$10.40 per BDR on the Settlement Date, in cash, to the BDR Holders that chose this price.
Considering that, on the Settlement Date, the remaining outstanding BDRs will represent less than five per cent (5%) of the total capital stock of GBT (taking into consideration BDRs and common shares), Knight approved, on the date hereof, the squeeze out of the remaining BDRs, as provided for in the Notice (“Squeeze-Out”).
In accordance with the Notice, the BDR Holders will have three (3) days (“Deadline Squeeze-Out”) from the date hereof to elect to receive the final auction value of the Offer Price or the Alternative Offer Price, adjusted by the Selic Rate, calculated pro rata temporis from the Settlement Date until the date of deposit. Knight has the right to buy BDRs at the Alternative Offer Price from BDR Holders who fail to provide the necessary documents and information within the Deadline Squeeze-Out.
Following the Squeeze-Out, Knight will proceed with delisting GBT in Brazil and Luxembourg.
About Knight Therapeutics Inc.
Knight Therapeutics Inc., headquartered in Montreal, Canada, is a pan-American (ex-US) specialty pharmaceutical company focused on developing, acquiring or in-licensing and commercializing innovative pharmaceutical products for Canada and Latin America. Knight owns a controlling stake in Grupo Biotoscana, a pan-Latin American specialty pharmaceutical company. Knight Therapeutics Inc.’s shares trade on TSX under the symbol GUD. For more information about Knight Therapeutics Inc., please visit the company’s web site at www.gud-knight.com or www.sedar.com.
This document contains forward-looking statements for Knight Therapeutics Inc. and its subsidiaries. These forward-looking statements, by their nature, necessarily involve risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements. Knight Therapeutics Inc. considers the assumptions on which these forward-looking statements are based to be reasonable at the time they were prepared but cautions the reader that these assumptions regarding future events, many of which are beyond the control of Knight Therapeutics Inc. and its subsidiaries, may ultimately prove to be incorrect. Factors and risks, which could cause actual results to differ materially from current expectations are discussed in Knight Therapeutics Inc.’s Annual Report and in Knight Therapeutics Inc.’s Annual Information Form for the year ended December 31, 2019 as filed on www.sedar.com. Knight Therapeutics Inc. disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information or future events, except as required by law.
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