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** UCB successfully completes institutional Eurobond issue
------------------------------------------------------------
Brussels (Belgium), 13 March, 2024 =E2=80=93 18:30 (CET)=C2=A0
UCB SA/NV (=E2=80=9CUCB=E2=80=9D) announces today that it has successfully =
completed the placement of EUR 500 million senior unsecured bonds with a co=
upon of 4.25% and a tenor of 6 years. The bonds will be issued under its EU=
R 5 billion EMTN Programme on 20 March 2024.
Consistent with UCB=E2=80=99s prudent financial strategy, the net proceeds =
of the bonds will be used for its general corporate purposes, including the=
refinancing of the term loan debt incurred in April 2020 in connection wit=
h the acquisition of Ra Pharmaceuticals, Inc., ahead of its April 2025 matu=
rity date.
Sandrine Dufour, Chief Financial Officer, UCB, commented, =E2=80=9CWe are v=
ery pleased with the confidence investors have shown in us through their po=
sitive response to this bond issuance. Following UCB=E2=80=99s successful i=
ssuance of a Belgian retail bond in 2023, this transaction now also underli=
nes UCB=E2=80=99s access to the institutional debt capital markets and furt=
her extends our debt maturity profile.=E2=80=9D
The bonds were placed with qualified institutional investors. The transacti=
on was conducted by BofA Securities, BNP Paribas and Santander acting as gl=
obal coordinators and active joint lead managers, IMI - Intesa Sanpaolo and=
Wells Fargo Securities acting as active joint lead managers and Cr=C3=A9di=
t Agricole CIB, ICBC and SMBC acting as co-lead managers for the issue.
The bonds are expected to be listed and admitted to trading on the regulate=
d market of Euronext Brussels.
For further information, contact UCB:=C2=A0
Investor Relations
Antje Witte, Investor Relations
T +32 2 559 9414, antje.witte@ucb.com
Julie Bayet, Investor Relations
T +32 2 559 9580, julien.bayet@ucb.com
Laurent Schots, Media Relations
T +32 2 559 9264, laurent.schots@ucb.com=C2=A0
About UCB=C2=A0
UCB, Brussels, Belgium (www.ucb.com) is a global biopharmaceutical company =
focused on the discovery and development of innovative medicines and soluti=
ons to transform the lives of people living with severe diseases of the imm=
une system or of the central nervous system. With approximately 9,000 peopl=
e in approximately 40 countries, the company generated revenue of =E2=82=AC=
5.3 billion in 2023. UCB is listed on Euronext Brussels (symbol: UCB). Foll=
ow us on Twitter: @UCB_news.
Disclaimer
THIS COMMUNICATION IS NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY IN OR IN=
TO THE UNITED STATES OR IN ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTIO=
N WOULD BE PROHIBITED BY APPLICABLE LAW.=C2=A0
THE ISSUE, EXERCISE AND SALE OF BONDS IN THE OFFERING ARE SUBJECT TO SPECIF=
IC LEGAL OR REGULATORY RESTRICTIONS IN CERTAIN JURISDICTIONS. THE INFORMATI=
ON CONTAINED HEREIN SHALL NOT CONSTITUTE OR FORM PART OF AN OFFER TO SELL O=
R THE SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THE B=
ONDS REFERRED TO HEREIN, IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITAT=
ION OR SALE WOULD BE UNLAWFUL. UCB ASSUMES NO RESPONSIBILITY IN THE EVENT T=
HERE IS A VIOLATION BY ANY PERSON OF SUCH RESTRICTIONS.=C2=A0
THIS COMMUNICATION DOES NOT CONTITUTE AN OFFER TO SELL, OR A SOLLICITATION =
OF OFFERS TO PURCHASE OR SUSCRIBE FOR, BONDS IN THE UNITED STATES OR ANY OT=
HER JURISDICTION. THE BONDS MAY NOT BE OFFERED, EXERCISED OR SOLD IN THE UN=
ITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS, ABSENT R=
EGISTRATION OR AN EXEMPTION FROM REGISTRATION UNDER THE US SECURITIES ACT O=
F 1933, AS AMENDED (THE "SECURITIES ACT"). UCB HAS NOT REGISTERED AND DOES =
NOT INTEND TO REGISTER ANY PORTION OF THE OFFERING UNDER THE SECURITIES ACT=
OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES, OR OTHER RELEVAN=
T JURISDICTIONS WITHIN THE UNITED STATES, OR TO CONDUCT A PUBLIC OFFERING O=
F ANY SECURITIES IN THE UNITED STATES.=C2=A0
This COMMUNICATION MAY ONLY BE COMMUNICATED, OR CAUSED TO BE COMMUNICATED, =
TO persons in the United Kingdom in circumstances where the provisions of S=
ection 21 of the Financial Services and Markets Act 2000, AS AMENDED (the =
=E2=80=9CFSMA 2000=E2=80=9D) do not apply to UCB and is directed solely at =
persons in the United Kingdom who (i) have professional experience in matte=
rs relating to investments, such persons falling within the definition of =
=E2=80=9Cinvestment professionals=E2=80=9D in Article 19(5) OF THE Financia=
l Services and Markets Act (Financial Promotion) Order 2005, as amended (th=
e =E2=80=9COrder=E2=80=9D) or (ii) are persons falling within Article 49(2)=
(a) to (d) of the Order or others to whom it may lawfully be communicated (=
all such persons together being referred to as =E2=80=9Crelevant persons=E2=
=80=9D). Any investment activity to which this communication may relate is =
only available to, and any invitation, offer or agreement to engage in such=
investment activity will be engaged in only with, relevant persons. Any pe=
rson who is not a relevant person should not act or rely on this presentati=
on or any of its content.=C2=A0
THE BONDS REFERRED TO HEREIN ARE NOT INTENDED TO BE OFFERED, SOLD OR OTHERW=
ISE MADE AVAILABLE TO, AND SHOULD NOT BE OFFERED, SOLD OR OTHERWISE MADE AV=
AILABLE TO, ANY RETAIL INVESTOR IN THE EUROPEAN ECONOMIC AREA. FOR THESE PU=
RPOSES, A RETAIL INVESTOR MEANS A PERSON WHO IS ONE (OR MORE) OF: (I) A RET=
AIL CLIENT AS DEFINED IN POINT (11) OF ARTICLE 4(1) OF DIRECTIVE 2014/65/EU=
, AS AMENDED (=E2=80=9CMIFID II=E2=80=9D) OR (II) A CUSTOMER WITHIN THE MEA=
NING OF DIRECTIVE 2016/97/EU, AS AMENDED (THE =E2=80=9CINSURANCE DISTRIBUTI=
ON DIRECTIVE=E2=80=9D), WHERE THAT CUSTOMER WOULD NOT QUALIFY AS A PROFESSI=
ONAL CLIENT AS DEFINED IN POINT (10) OF ARTICLE 4(1) OF MIFID II.
THE BONDS REFERRED TO HEREIN ARE NOT INTENDED TO BE OFFERED, SOLD OR OTHERW=
ISE MADE AVAILABLE TO, AND SHOULD NOT BE OFFERED, SOLD OR OTHERWISE MADE AV=
AILABLE TO, ANY RETAIL INVESTOR IN THE UNITED KINGDOM FOR THESE PURPOSES, A=
RETAIL INVESTOR MEANS A PERSON WHO IS ONE (OR MORE) OF: (I) A RETAIL CLIEN=
T AS DEFINED IN POINT (8) OF ARTICLE 2 OF REGULATION (EU) NO 2017/565 AS IT=
FORMS PART OF DOMESTIC LAW BY VIRTUE OF THE European Union (Withdrawal) Ac=
t 2018 (=E2=80=9CEUWA=E2=80=9D) OR (II) A CUSTOMER WITHIN THE MEANING OF TH=
E PROVISIONS OF THE FSMA 2000 AND ANY RULES OR REGULATIONS MADE UNDER THE F=
SMA 2000 TO IMPLEMENT THE INSURANCE DISTRIBUTION DIRECTIVE, WHERE THAT CUST=
OMER WOULD NOT QUALIFY AS A PROFESSIONAL CLIENT AS DEFINED IN POINT (8) OF =
ARTICLE 2(1) OF REGULATION (EU) NO 600/2014 AS IT FORMS PART OF DOMESTIC LA=
W BY VIRTUE OF THE EUWA.
CONSEQUENTLY, UCB HAS NOT PREPARED A KEY INFORMATION DOCUMENT FOR OFFERING =
OR SELLING THE BONDS OR OTHERWISE MAKING THEM AVAILABLE TO RETAIL INVESTORS=
IN THE EEA OR IN THE UNITED KINGDOM AND THEREFORE OFFERING OR SELLING THE =
BONDS OR OTHERWISE MAKING THEM AVAILABLE TO ANY RETAIL INVESTOR IN THE EEA =
OR IN THE UNITED KINGDOM MAY BE UNLAWFUL UNDER THE PRIIPS REGULATION.
THE BONDS ARE NOT INTENDED TO BE OFFERED, SOLD OR OTHERWISE MADE AVAILABLE,=
AND SHOULD NOT BE OFFERED, SOLD OR OTHERWISE MADE AVAILABLE, IN BELGIUM TO=
=E2=80=9CCONSUMERS=E2=80=9D (CONSUMENTEN/CONSOMMATEURS) WITHIN THE MEANING=
OF THE BELGIAN CODE OF ECONOMIC LAW (WETBOEK ECONOMISCH RECHT/CODE DE DROI=
T ECONOMIQUE), AS AMENDED.
ANY DECISION TO PURCHASE ANY OF THE BONDS SHOULD ONLY BE MADE ON THE BASIS =
OF THE BASE PROSPECTUS OF UCB DATED 17 OCTOBER 2023, AS SUPPLEMENTED BY A S=
UPPLEMENT N=C2=B01 DATED 24 OCTOBER 2023 AND A SUPPLEMENT N=C2=B02 DATED 5 =
MARCH 2024 (TOGETHER, THE =E2=80=9CBASE PROSPECTUS=E2=80=9D) AND THE FINAL =
TERMS RELATING TO THE BONDS. THE BASE PROSPECTUS AND THE FINAL TERMS ARE OR=
WILL BE AVAILABLE ON UCB=E2=80=99S WEBSITE. EACH OF UCB, THE JOINT LEAD MA=
NAGERS AND THEIR RESPECTIVE AFFILIATES EXPRESSLY DISCLAIMS ANY OBLIGATION O=
R UNDERTAKING TO UPDATE, REVIEW OR REVISE ANY STATEMENT CONTAINED IN THIS C=
OMMUNICATION WHETHER AS A RESULT OF NEW INFORMATION, FUTURE DEVELOPMENTS OR=
OTHERWISE.
THIS COMMUNICATION IS AN ADVERTISEMENT AND NOT A PROSPECTUS FOR THE PURPOSE=
OF REGULATION 2017/1129, AS AMENDED.
=C2=A0
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UCB SA, All=C3=A9e de la Recherche, 60 ., Brussels, . B - 1070 Belgium