Novo Nordisk has proposed to acquire Ablynx for upto €30.50 per share in cash, consisting of €28.00 upfront and €2.50 in Contingent Value Rights

Bagsværd, Denmark – Novo Nordisk today confirms that it made a proposal on 22 December 2017 to acquire Ablynx for €28.00 per share in cash and one CVR with total potential cash payments over time of up to €2.50 per share. This proposal implies a total equity valuation of approximately €2.6 billion1 for Ablynx and represents a premium of up to 60% over Ablynx’s share price as of 6 December 2017 of €19.12, which was the day prior to our first proposal, and up to 66% over Ablynx’s 3 month VWAP of €18.39 as of 5 January 2018. Novo Nordisk has made a concerted and good faith effort to engage in discussions with Ablynx. This proposal is the second proposal that Novo Nordisk has made to Ablynx’s Board of Directors and represents up to approximately a 14% increase over the first proposal. Novo Nordisk regrets that the Board of Directors of Ablynx has so far declined to engage in any discussions, despite the proposals which have been put forward.

Novo Nordisk has conducted a deep analysis of Ablynx’s business and product portfolio, based on publicly available information, including caplacizumab, ALX-0171, vobarilizumab, its other pipeline products and partnerships. Following that analysis, Novo Nordisk has concluded that combining Ablynx’s caplacizumab with Novo Nordisk’s strong global haematology franchise and extensive worldwide resources is a compelling opportunity and provides the clearest path to realizing full potential of Ablynx’s portfolio in the best interests of all stakeholders, including patients and physicians. The proposed transaction would combine Novo Nordisk’s regulatory, scientific and commercial expertise with Ablynx’s strong existing medical teams to optimise the development and global commercialisation of caplacizumab.

Novo Nordisk has a high regard for Ablynx’s other pipeline assets and the Nanobody platform. Novo Nordisk has since 2015 been undertaking a research collaboration with Ablynx on the Nanobody platform. Novo Nordisk would plan to continue to invest in the platform and support its people and activities, including the existing partnerships Ablynx has in place. We firmly believe that the combination of Ablynx’s pipeline, R&D team and antibody engineering platform with Novo Nordisk’s own R&D organization would create a stronger combined research base. Novo Nordisk recognises the value of maintaining Ablynx’s presence in the Ghent area and intends to keep Ablynx’s strong R&D base within Ghent and further develop Ablynx as a centre of excellence in Nanobody discovery and engineering.