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Johnson & Johnson Completes Tender Offer for Crucell and Declares Offer Unconditional

Mon, 02/21/2011 - 10:36pm
Bio-Medicine.Org

NEW BRUNSWICK, N.J. and LEIDEN, Netherlands, Feb. 22, 2011 /PRNewswire/ -- Johnson & Johnson (NYSE: JNJ) and Crucell N.V. (NYSE Euronext, Nasdaq: CRXL; Swiss Exchange: CRX) today announce that Johnson & Johnson has completed the tender offer for Crucell N.V. (Crucell) and has declared the offer unconditional.  As a result, Crucell will now operate as the center for vaccines within the Johnson & Johnson pharmaceuticals group.

Reference is made to the joint press release of Johnson & Johnson and Crucell dated 8 December 2010 announcing the recommended cash offer by Johnson & Johnson, through its indirect wholly-owned subsidiary JJC Acquisition Company B.V. (the Offeror), for all of the issued and outstanding ordinary shares (Ordinary Shares) in the capital of Crucell, including all Ordinary Shares represented by American depositary shares (ADSs), each ADS representing one Ordinary Share (Ordinary Shares and ADSs are referred to herein as the Shares and the holders of such Shares are referred to as the Shareholders) at an offer price of euro 24.75 per share (the Offer).

Johnson & Johnson will commence, through the Offeror, a subsequent offering period to allow Shareholders who have not yet accepted the Offer to tender their Shares, as further described below.  Johnson & Johnson encourages Shareholders who have not yet accepted the Offer to do so immediately.

Highlights

Johnson & Johnson declares the Offer unconditionalShare Acceptance Level is 95.24% of the issued and outstanding share capital of CrucellSettlement of the Offer will take place on 25 February 2011Remaining Shares can be tendered in a Subsequent Offering Period ending 8 March 2011

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