UCB Completes Acquisition of Zogenix

UCB announced the successful completion of the previously announced transaction to acquire Zogenix for US$ 26.00 per share plus a milestone-based contingent value right for a potential cash payment of US$ 2.00 per share. The total transaction is valued at up to approximately US $1.9 billion / €1.7 billion.

Charl van Zyl, Executive Vice President, Neurology & Head of Europe/International Markets, UCB, said: “We are very pleased to reach today’s milestone at the earliest opportunity and to welcome the Zogenix team to the UCB family. We have a lot of important work ahead of us to deliver on our ambition of creating even greater value for people living with severe forms of epilepsy. Together we will bring FINTEPLA (fenfluramine) oral solution to many more people around the world living with Dravet syndrome and, soon we hope, additional indications as well.”

As of the tender offer expiration, the shares validly tendered and not withdrawn represented approximately 67% of Zogenix’s outstanding shares. At the effective time of the merger, and subject to any perfected appraisal rights, all of the remaining shares of Zogenix common stock not purchased in the offer were cancelled and converted into the right to receive the same consideration per share offered in the tender offer. Pursuant to the terms of the merger agreement, Purchaser merged with and into Zogenix on 7 March 2022.

As a result of the merger, Zogenix has become a wholly-owned subsidiary of UCB and the common stock of Zogenix will be delisted from the NASDAQ Global Market.