Zentiva AG submits formal request to carry out a merger squeeze-out of the minority shareholders of APONTIS PHARMA AG – merger agreement planned

Publication of inside information pursuant to Article 17 of the Regulation (EU) No. 596/2014

APONTIS PHARMA AG: Zentiva AG submits formal request to carry out a merger squeeze-out of the minority shareholders of APONTIS PHARMA AG – merger agreement planned

Monheim / Rhein, 5 March 2025. Zentiva AG today submitted a formal request to APONTIS PHARMA AG (“APONTIS PHARMA” or the “Company”, Ticker APPH / ISIN DE000A3CMGM5) pursuant to Sections 62 para.1 and para. 5 UmwG (German Transformation Act) in conjunction with Sections 327a et seq. AktG (German Stock Corporation Act), according to which a merger agreement is to be concluded between the Company and Zentiva, and the Annual General Meeting of APONTIS PHARMA AG is to resolve on the transfer of the shares of the remaining shareholders (minority shareholders) to Zentiva as the majority shareholder in return for an appropriate cash compensation (so-called squeeze-out under merger law).

Zentiva has informed APONTIS PHARMA that it holds approximately 93.83% of the Company’s share capital after deduction of the number of treasury shares of APONTIS PHARMA (170,000 shares) in accordance with Section 62 para. 1 sentence 2 UmwG. As a result, Zentiva is the majority shareholder of APONTIS PHARMA within the meaning of Section 62 (5) UmwG in conjunction with Section 327a (1) AktG.

The amount of the appropriate cash compensation that Zentiva will grant to the remaining shareholders of the Company for the transfer of the shares will be announced by Zentiva at a later date.

APONTIS PHARMA will provide information about the date of the Annual General Meeting at which a corresponding transfer resolution is to be passed in accordance with the statutory requirements.

Zentiva has proposed the commencement of negotiations on a merger agreement between Zentiva and APONTIS PHARMA.

APONTIS PHARMA AG

Investor Relations
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40789 Monheim / Rhein
Germany
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