Each natural or legal person acquiring or transferring TiGenix’ shares is required to notify TiGenix and the Financial Services and Market Authority (FSMA) in Belgium each time their shareholding crosses a threshold of three percent (3%) of the total number of outstanding shares (the denominator). Such notification is also required each time, as a result of an acquisition or transfer, a threshold of five percent (5%) and a multiple of five percent (5%) is crossed. More information regarding this requirement is found in Article 14 of TiGenix’ articles of association.
For more information and the appropriate transparency forms, please contact TiGenix Investor Relations or the FSMA.
The total number of outstanding ordinary shares in TiGenix NV (denominator), as of January 19, 2018, 295,654,573.
The following persons have informed TiGenix of a holding above the 3% threshold:
|Person subject to the notification requirement||Number of voting rights declared in transparency notification (1)||% of voting rights at time of transparency notification (2)||% of voting rights (simulation) based on current denominator (3)|
|Takeda Pharmaceutical Company Limited/Grifols, S.A.||51,079,756||18.62%||17.28%||Transparency notification|
|Grifols S.A. / Gri-CEL S.A.||34,188,034||19.84%||14.18%(4)||Transparency notification|
|Sand Grove Capital Management LLP .||19,173,231||6.99%||6.49%||Transparency notification|
|Bank of America Corporation||14,492,601||5.28%||4.90%||Transparency notification|
|Cormorant Asset Management LLC||11,756,894||5.81%||4.85%(5)||Transparency notification|
|Melqart Asset Management LP||12,870,000||4.69%||4.35%||Transparency notification|
|Takeda Pharmaceutical Company Limited/ Takeda Pharmaceuticals International AG||11,651,778||4.48%||3.94%||Transparency notification|
|Philippe ODDO||8,723,784||3.18%||2.95%||Transparency notification|
|BNP Paribas Investments Partners SA||6,650,503||3.75%||2.25%||Transparency notification|
(1) Number of shareholders notified at the time of the transparency notification; these numbers can currently be different (it being understood that a new transparency notification is required when a relevant threshold is crossed).
(2) Percentages based on (a) the number of shares notified at the time of the transparency notification and (b) the total number of outstanding shares at the time of the transparency notification.
(3) Percentages based on (a) the number of shares notified at the time of the transparency notification, but (b) the current total number of outstanding shares.
(4) This percentage also takes into account 7,741,920 shares purchased in the form of ADSs in the US IPO.
(5) This percentage also takes into account 2,580,640 shares purchased in the form of ADSs in the US IPO.
Other transparency notifications
|Person subject to the notification requirement||Date of triggering event||Notification|
|JPMorgan Chase & Co.||09/01/2018||Notification|
|JPMorgan Chase & Co.||05/01/2018||Notification|
|JPMorgan Chase & Co.||28/12/2017||Notification|
|JPMorgan Chase & Co.||09/11/2017||Notification|