June 1, 2020Management

Consob has approved the Offer Document relating to the voluntary tender offer launched by AGC Inc. on the ordinary shares of MolMed S.p.A.

The acceptance period of the Offer shall begin at 8.30 a.m. CET on June 1, 2020 and shall end at 5.30 p.m. CET on July 24, 2020, inclusive (unless extended, in accordance with applicable law).

AGC Inc. (“AGC”) informs that CONSOB, by resolution no. 21391 of May 29, 2020, approved, pursuant to article 102, paragraph 4, of Legislative Decree no. 58 of 24 February 1998, as subsequently amended (the “CLFI”), the offer document (the “Offer Document”) relating to the totalitarian voluntary tender offer (the “Offer”) launched by AGC Biologics Italy S.p.A. (the “Offeror”), a corporate vehicle fully owned by AGC, pursuant to and for the purposes of article 102 et seq. of the CLFI, on maximum no. 463,450,672 ordinary shares of MolMed S.p.A. (“MolMed” or the “Issuer”), representing the entire share capital of the Issuer in circulation at the date of this press release.
The acceptance period of the Offer shall start at 8.30 a.m. CET on June 1, 2020 and shall end at 5.30 p.m. CET on July 24, 2020, inclusive (unless extended, in accordance with applicable law).
The price of the Offer, equal to EUR 0.518 for each MolMed share tendered to the Offer, shall be paid to those accepting the Offer on July 31, 2020 (unless extended, in accordance with applicable law).
* * *
The Offer Document relating to the totalitarian voluntary public tender offer launched by AGC Biologics Italy S.p.A. on maximum no. 463,450,672 ordinary shares of MolMed S.p.A. has been published

In relation to the Offer, AGC also informs that the Offer Document, containing precise description of the terms and conditions of the Offer, as well as, inter alia, the modalities for acceptance to the Offer, has been published on May 29, 2020 and is available to the public for consultation:

(i) at the registered office of the Offeror at Corso Vercelli, 40, Milan;
(ii) at the registered office of the Issuer at Via Olgettina, 58, Milan;
(iii) at the registered office of the Intermediary Responsible for Coordinating the Collection of the Acceptances, Banca IMI S.p.A. (at Largo Mattioli no. 3, Milan);
(iv) on the Issuer's website (https://www.molmed.com/);
(v) on the AGC website (https://www.agc.com/en/ir/stock/notice/index.html); and
(vi) on the global information agent Morrow Sodali S.p.A.'s website (https://morrowsodali-transactions.com/molmed-s-p-a-/eng).

It is also disclosed that the Issuer's notice pursuant to article 103, paragraph 3, of the CLFI is attached to the Offer Document.

*NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

Reference Information

About the AGC Group

AGC Inc.(Headquarters: Tokyo, President & CEO: Takuya Shimamura) is the parent company of the AGC Group, a world-leading glass solution provider and supplier of flat, automotive and display glass, chemicals, ceramics and other high-tech materials and components. Based on more than a century of technical innovation, the AGC Group has developed a wide range of cutting-edge products. The AGC Group employs some 55,000 people worldwide and generates annual sales of approximately 1.5 trillion Japanese yen through business in about 30 countries. For more information, please visit www.agc.com/en
MEDIA INQUIRIES
Kazumi Tamaki, General Manager, Corporate Communications & Investor Relations Division
AGC Inc.
Contact: Yuki Kitano
TEL: +81-3-3218-5603
E-mail: info-pr@agc.com