ZURICH – Roche shareholders voted overwhelmingly on Friday to support the $20.7 billion deal to buy Novartis’s nearly one third voting stake, the Swiss drugmaker said.
Roche held an extraordinary general meeting to settle matters related to its plan to disentangle the two pharma companies, both based in Basel, who had been linked by the investment for two decades.
Shareholders approved the audited statutory interim financial statements of the company as of 31 October 2021 with a majority of 100.00%, Roche said.
They also backed the plan to cancel the 53.3 million shares bought, with a majority of 99.85%.
Therefore, the corporate law requirements for the repurchase have been satisfied, Roche said. The closing of the repurchase transaction is expected to take place in early December 2021.
“Today’s resolutions of the Extraordinary General Meeting are in the best economic and strategic interest of Roche,” said Roche Chairman Christoph Franz. “As a result, we will be even better positioned to make a contribution to the health of people around the world.”
Novartis agreed earlier this month to sell 53.3 million Roche bearer shares for $388.99 (356.93 Swiss francs) per share, a price that reflected the volume-weighted average of the Roche non-voting equity certificates over the 20 trading days to Nov. 2.
The repurchase was conditional upon the approval by shareholders of a capital reduction by cancellation of the repurchased shares and of the interim financial statements prepared for the transaction.
Novartis’ involvement started in 2001, when Swiss activist investor Martin Ebner, known for orchestrating the merger that created banking giant UBS, offered his Roche stake to its cross-town rival out of frustration over rebuffed proposals.
Roche Chairman Franz said earlier this month that the deal would give his company more strategic flexibility, as Roche could now make plans without needing the approval of Novartis.