International legal practice Osborne Clarke is advising TiGenix, an advanced biopharmaceutical company listed on Euronext Brussels and NASDAQ (TIG), in connection with the intended acquisition by Takeda Pharmaceutical Company Limited (“Takeda”).

The acquisition will be structured as a public takeover bid in Belgium and the United States to purchase all of the shares, ADSs, warrants and convertible bonds of TiGenix. The potential public takeover proposes an acquisition price of EUR 1.78 per share in cash and an equivalent price per ADS, warrant and convertible bond, representing a transaction value of approximately EUR 520 million on a fully diluted basis. The bid will be subject to certain conditions precedent. Takeda intends to launch the proposed takeover bid shortly after the approval of the bid prospectus and the response memorandum by the Belgian Financial Services and Markets Authority.

The Osborne Clarke Corporate team who advises on the transaction is led by David Haex, Partner, who was assisted by Hadrien Chef, Counsel and Tonya Aelbrecht and Stéphanie Reul, Associates. Partner Laurent Donnay de Casteau advises on the Tax law matters.

Osborne Clarke has a strong presence in the Life Sciences & Healthcare sector in Belgium and across Europe and this latest deal is one of a number of recent successful transactions the team have worked on. The deal is a good example of the rich experience and deep sector expertise of Osborne Clarke internationally helping clients achieve domestic and cross-border mergers and acquisitions.

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