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ZENTIVA S.A. - SCD

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Release Date: 10/5/2018 5:06:48 PM

IRIS Code: 910CA

 

To:

The Romanian Financial Supervisory Authority

Financial Instruments and Investments Sector

 

The Bucharest Stock Exchange

Regulated Spot Market, Category Standard (Shares)

From:

ZENTIVA S.A. 

 

CURRENT REPORT

pursuant to art. 72 of Law no. 24/2007 on issuers of financial instruments and market operations, the Romanian Financial Supervisory Authority Regulation no. 5/2018 on issuers of financial instruments and market operations and the provisions of Article 105 of the Bucharest Stock Exchange Code, Title II, Issuers and Financial Instruments

 

Report date:

5 October 2018

Name of the issuing entity:

ZENTIVA S.A. (the “Company”)

Registered office:

50 Therodor Pallady Blvd.

3rd District, Bucharest

Romania

Phone/Fax number:

+4021.304.72.00/ +4021.345.40.04

Webpage:

www.zentiva.ro 

Registration number with the Bucharest Trade Register and sole registration code:

J40/363/1991

336206

Share Capital:

RON 41,696,115

Number of shares:

416,961,150 shares

Regulated market on which the issued securities are traded:

Bucharest Stock Exchange, Main Segment, Category Standard (Shares)

Important events to be reported:

(A)              Disclosure of holdings below 5% of the total voting rights held by Zentiva N.V. in ZENTIVA S.A.

(B)               Disclosure of holdings above 90% of the total voting rights held by AI Sirona BidCo s.r.o. in ZENTIVA S.A.

 

The Company would like to inform its shareholders and investors that, as a result of the completion of the share transfer between Zentiva N.V. (100% owned and controlled subsidiary of Sanofi Aventis Europe), as seller and AI Sirona BidCo s.r.o. (100% owned and controlled by AI Sirona (Luxembourg) Acquisition S. a r.l., a company that is entirely owned by AI Sirona (Luxembourg) Subco S. a r.l. and ultimately controlled by Advent Funds GPE VIII, a fund managed by Advent International Corporation, as purchaser, the control over Zentiva Group a.s., the majority shareholder of the Company (holding 388,730,877 shares, representing 93.2295% of the Company’s share capital and voting rights) has been transferred. Consequently, an indirect change of control over the Company has occurred following the transfer described above.

According to the disclosure, as of 30 September 2018, the indirect holdings of Zentiva N.V. in the Company were reduced from 388,730,877 shares, representing 93.2295% of the Company’s share capital and voting rights to zero (0) shares and voting rights. The indirect holdings of AI Sirona BidCo s.r.o. in the Company increased from zero (0) shares and votings rights to 388,730,877 shares, representing 93.2295% of the Company’s share capital and voting rights.

The disclosure of holdings of both Zentiva N.V. and AI Sirona BidCo s.r.o. are attached as Annex to this report.

 

Simona Cocos

General Manager

 

 



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