Hart-Scott-Rodino waiting period expires for Sanofi’s acquisition of Principia Biopharma Inc.

Sanofi announced today that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), applicable to Sanofi’s proposed acquisition of Principia Biopharma Inc has expired.

On August 28, 2020, Sanofi commenced a tender offer (the “Offer”) to purchase all outstanding shares of common stock of Principia (the “Shares”) for $100 per share in cash, without interest thereon and net of any applicable withholding taxes. As a result of the expiration of the waiting period under the HSR Act, the condition to the Offer relating to the expiration or termination of the waiting period under the HSR Act has been satisfied.

The consummation of the Offer remains subject to various conditions, including the tender of at least a majority of the Shares outstanding immediately prior to the expiration of the Offer and other customary conditions described in the Offer to Purchase filed by Sanofi with the U.S. Securities and Exchange Commission (the “SEC”) on August 28, 2020.

The Offer is scheduled to expire one minute past 11:59 p.m., Eastern Time, on Friday, September 25, 2020, unless the Offer is extended in accordance with the Merger Agreement and the applicable rules and regulations of the SEC. The Offer to Purchase, the related Letter of Transmittal and certain other tender offer documents, and the Solicitation/Recommendation Statement on Schedule 14D-9 filed by Principia, are available to all holders of shares of Principia at no expense to them.  The tender offer materials are available for free at the SEC’s web site at www.sec.gov.  

Source: Sanofi, Empowering Life

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