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Mergers and Acquisitions

Date: 2014-12-02

Type of information: Company acquisition

Acquired company: Zeltia (Spain)

Acquiring company: PharmaMar(Spain)

Amount:

Terms: * On December 2, 2014, Zeltia announced that its Board of Directors has approved a strategy to explore merging Zeltia, S.A. with Pharma Mar, S.A., its wholly-owned, oncology subsidiary and core business. The goal of this transaction is to provide the absorbing company with the flexibility required to undertake corporate transactions in the future. This would be the first step in the strategy approved by the Board, after which the absorbing company would look to apply for a listing in the US market. After the proposed merger, the rest of the companies of the Group would remain as subsidiaries of the absorbing company. With respect to the financial statements, the Group\'s current consolidation scope would remain unchanged.
The details of the aforementioned potential reorganisation of the Group structure have not yet been decided. The process of considering and approving the merger has been referred to the Executive Committee of Zeltia, S.A., which will act as merger committee.
Additionally, the Board of Directors of Zeltia, S.A. has agreed to engage a law firm and a consulting firm to assist in this corporate reorganisation process.

Details: * On November 2, 2015, PharmaMar announced that the company started trading on the BME Spanish stock exchange after completing the reverse merger with Zeltia. The new PharmaMar shares began trading this morning. The exchange ratio between the shares of the two companies was 1:1, one PharmaMar share for each Zeltia share. The PharmaMar reverse merger with Zeltia had been approved in the Annual Shareholders meeting of Grupo Zeltia in accordance with the proposal of the Board of Directors. As a result of this corporate transaction, Zeltia has been absorbed by PharmaMar, a biopharmaceutical Company focused on the research, development and commercialization of innovative marine-derived anticancer drugs. After the reverse merger between Zeltia and PharmaMar, the rest of the subsidiary companies formerly owned by Zeltia will be fully owned by PharmaMar. Upon admission to trading, all PharmaMar shares were assigned a single ISIN code: ES0169501030.

Related: Cancer - Oncology

Is general: Yes