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Zentiva S.A. M&A Activity 2019

May 10, 2019

2332_rns_2019-05-10_95befbbe-844a-4ec8-8555-4e72544a0391.pdf

M&A Activity

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To: The Romanian Financial Supervisory Authority
Financial Instruments and Investments Sector
The Bucharest Stock Exchange
Regulated Spot Market, Category Standard (Shares)
From: ZENTIVA S.A.

CURRENT REPORT

pursuant to Law no. 24/2017 on issuers of financial instruments and market operations and to the Regulation no. 5/2018 on issuers of financial instruments and market operations and the provisions of the Bucharest Stock Exchange Code, Title II, Issuers and Financial Instruments

Report date: 10 May 2019
Name of the issuing entity: ZENTIVA S.A. (the "Company")
Registered office: 50 Theodor Pallady Blvd.
rd District, Bucharest
3
Romania
Phone/Fax number: +4021.304.72.00/ +4021.345.40.04
Webpage: www.zentiva.ro
Registration
number
with
the
Bucharest Trade Register and sole
registration code:
J40/363/1991
336206
Share Capital: RON 41,696,115
Number of shares: 416,961,150 shares
Regulated market on which the issued
securities are traded:
Bucharest Stock Exchange, Main Segment, Category
Standard (Shares)

Important events to be reported: Execution of an addendum to the shares sale purchase agreement concluded between Sanofi S.A. (France) and AI Sirona (Luxembourg) Acquisition S.a.r.l. dated 27 June 2018, as amended

This current report updates the information published by the Company in the current report dated 28 March 2019

The Company would like to inform its shareholders and investors about the signing on 9 May 2019 of an addendum to the shares sale purchase agreement concluded between Sanofi S.A. (France) and AI Sirona (Luxembourg) Acquisition S.a.r.l. dated 27 June 2018, as amended (the "Addendum"), such Addendum being governed by French law.

Inter alia, the Addendum provides the assignment from Sanofi Romania S.R.L. to Sanofi S.A. (France) of the receivable amounting RON 46,141,201 against the Company, as such receivable arises from the transfer agreement in connection with the distribution (including marketing and sale) of pharmaceutical generic products from Sanofi Romania S.R.L. to the Company, dated 28 March 2019.

The Addendum also provides that the Company delegates the payment of the debt mentioned above, amounting to RON 46,141,201, to AI Sirona (Luxembourg) Acquisition S.a.r.l., which will be the new entity having the obligation to pay such debt to Sanofi S.A. (France).

In this respect, please note that, at the date of this report, there are no mutual receivables between the Company and AI Sirona (Luxembourg) Acquisition S.a.r.l.

Simona Cocos

General Manager