- Business Combination anticipated to close on or about June 15,
2022
- Ordinary shares of Alvotech expected to trade under the new
ticker symbol “ALVO” from June 16, 2022 on The Nasdaq Stock Market
in New York and from June 23, 2022 on the Nasdaq First North Growth
Market in Iceland
- Warrants expected to trade on The Nasdaq Stock Market in New
York under the new ticker symbol “ALVOW”
Alvotech Holdings S.A. (“Alvotech S.A.”), a global biotech
company focused solely on the development and manufacture of
biosimilar medicines for patients worldwide, and Oaktree
Acquisition Corp. II (“OACB”) (NYSE: OACB), a special purpose
acquisition company sponsored by an affiliate of Oaktree Capital
Management, L.P. (“Oaktree”), announced today that their previously
announced business combination between Alvotech S.A., OACB and the
legal entity named Alvotech, previously named Alvotech Lux Holdings
S.A.S., with Alvotech as the surviving entity (the "Business
Combination") was approved by OACB shareholders at an Extraordinary
General Meeting (the "EGM") on June 7, 2022.
It is anticipated that the Business Combination will close on or
about June 15, 2022, subject to the satisfaction of all other
applicable closing conditions. The ordinary shares of Alvotech are
expected to trade under the new ticker symbol “ALVO” on The Nasdaq
Stock Market in New York and The Nasdaq First North Growth Market
in Reykjavik and the warrants of Alvotech are expected to trade on
The Nasdaq Stock Market in New York under the new ticker symbol
“ALVOW.”
“This is an exciting time for the Alvotech team, our partners
and everyone else demanding more affordable, high-quality biologic
medicines,” said Robert Wessman, founder and Chairman of Alvotech.
“Since our inception a decade ago, we have dedicated ourselves to
expanding patient access to life-altering treatments.”
“Alvotech is becoming a public company at a pivotal inflection
point in the global healthcare industry, a time when demand for
increased affordability and accessibility has never been greater,”
said Zaid Pardesi, CFO & Head of M&A of Oaktree Acquisition
Corp II. “We are proud to partner with a company that is
transforming the lives of patients and enhancing the sustainability
of healthcare systems, and look forward to continuing to work with
the Alvotech team in achieving their goal of becoming a leading
supplier of biosimilar medicine in all major markets around the
world.”
About Alvotech
Alvotech is a biotech company, founded by Robert Wessman,
focused solely on the development and manufacture of biosimilar
medicines for patients worldwide. Alvotech seeks to be a global
leader in the biosimilar space by delivering high quality,
cost-effective products and services, enabled by a fully integrated
approach and broad in-house capabilities. Alvotech’s current
pipeline contains eight biosimilar candidates aimed at treating
autoimmune disorders, eye disorders, osteoporosis, respiratory
disease, and cancer. Alvotech has formed a network of strategic
commercial partnerships to provide global reach and leverage local
expertise in markets that include the U.S., Europe, Japan, China,
and other Asian countries and large parts of South America, Africa
and the Middle East. Alvotech’s commercial partners include Teva
Pharmaceuticals, a US affiliate of Teva Pharmaceutical Industries
Ltd. (NYSE and TASE: TEVA; US), STADA Arzneimittel AG (EU and
select other territories), Fuji Pharma Co., Ltd (TSE: 4554; Japan),
Cipla/Cipla Gulf/Cipla Med Pro (NSE: CIPLA; Australia, New Zealand,
South Africa/Africa), JAMP Pharma Corporation (Canada), Yangtze
River Pharmaceutical (Group) Co., Ltd. (China), DKSH (SWX:DKSH;
Taiwan, Hong Kong, Cambodia, Malaysia, Singapore, Indonesia, India,
Bangladesh and Pakistan), YAS Holding LLC (Middle East and North
Africa), Abdi Ibrahim (Turkey), Kamada Ltd. (NASDAQ and TASE: KMDA;
Israel), Mega Labs, Stein, Libbs, Tuteur and Saval (Latin America)
and Lotus Pharmaceuticals Co., Ltd. (1795:TT; Thailand, Vietnam,
Philippines, and South Korea). Each commercial partnership covers a
unique set of product(s) and territories. Except as specifically
set forth therein, Alvotech disclaims responsibility for the
content of periodic filings, disclosures and other reports made
available by its partners. For more information, please visit
www.alvotech.com.
About Oaktree Acquisition Corp. II
The Oaktree Acquisition Corp. franchise was formed to partner
with high-quality, growing companies to facilitate their successful
entry to the public markets. By leveraging the deep capabilities
and experience of its sponsor, an affiliate of Oaktree, which
manages $164 billion in assets under management as of March 31,
2022, Oaktree Acquisition Corp. seeks to provide best-in-class
resources and execution, coupled with a focus on long-term
partnership and shareholder value creation. For more information
about Oaktree Acquisition Corp. II, please visit
www.oaktreeacquisitioncorp.com.
Additional Information
In connection with the Business Combination, OACB, Alvotech S.A.
and the legal entity named Alvotech, previously named Alvotech Lux
Holdings S.A.S., (“TopCo”) filed with the U.S. Securities and
Exchange Commission a Registration Statement on Form F-4 (as
amended or supplemented through the date hereof, the “Registration
Statement”) containing a proxy statement of OACB and a prospectus
of TopCo.
This communication is not intended to form the basis of any
investment decision. Investors and other interested persons are
advised to read the Registration Statement and other documents
filed in connection with the Business Combination, as these
materials contain important information about Alvotech S.A., OACB,
the Business Combination, and the combined company after the
Business Combination. Shareholders of OACB can also obtain copies
of the Registration Statement and other documents filed with the
SEC, without charge at the SEC’s website at www.sec.gov, or by
directing a written request to: Oaktree Acquisition Corp. II, 333
South Grand Avenue, 28th Floor, Los Angeles, California 90071.
Forward-Looking Statements
Certain statements in this communication may be considered
“forward-looking statements.” Forward-looking statements generally
relate to future events or the future financial operating
performance of OACB or Alvotech. For example, Alvotech’s
expectations regarding future growth, results of operations,
performance, future capital and other expenditures including the
development of critical infrastructure for the global healthcare
markets, competitive advantages, business prospects and
opportunities including pipeline product development, future plans
and intentions, results, level of activities, performance, goals or
achievements or other future events; the timing of the announcement
of clinical trial results; the potential approval and commercial
launch of it product candidates; and the timing of the closing of
the Business Combination and expected first day of trading of
TopCo’s securities on The Nasdaq Stock Market LLC and The Nasdaq
First North Growth Market. In some cases, you can identify
forward-looking statements by terminology such as “may”, “should”,
“expect”, “intend”, “will”, “estimate”, “anticipate”, “believe”,
“predict”, “potential” or “continue”, or the negatives of these
terms or variations of them or similar terminology. Such
forward-looking statements are subject to risks, uncertainties, and
other factors which could cause actual results to differ materially
from those expressed or implied by such forward-looking statements.
These forward-looking statements are based upon estimates and
assumptions that, while considered reasonable by OACB and its
management, and Alvotech and its management, as the case may be,
are inherently uncertain and are inherently subject to risks,
variability, and contingencies, many of which are beyond OACB’s and
Alvotech’s control. Factors that may cause actual results to differ
materially from current expectations include, but are not limited
to: (1) the occurrence of any event, change or other circumstances
that could give rise to the termination of negotiations and any
subsequent definitive agreements with respect to the Business
Combination; (2) the outcome of any legal proceedings that may be
instituted against OACB, the combined company or others following
this announcement of the Business Combination and any definitive
agreements with respect thereto; (3) the inability to complete the
Business Combination due to the failure to satisfy conditions to
closing; (4) the inability to execute final agreement with respect
to the loan facility with Sculptor on acceptable terms or at all;
(5) the inability to consummate the transactions contemplated by
the SEPA; (6) the ability to meet or maintain stock exchange
listing standards following the consummation of the Business
Combination; (7) the risk that the Business Combination disrupts
current plans and operations of Alvotech; (8) the ability to
recognize the anticipated benefits of the Business Combination,
which may be affected by, among other things, competition, the
ability of the combined company to grow and manage growth
profitably, maintain key relationships and retain its management
and key employees; (9) costs related to the Business Combination;
(10) changes in applicable laws or regulations; (11) the
possibility that Alvotech or the combined company may be adversely
affected by other economic, business, and/or competitive factors;
(12) Alvotech’s estimates of expenses and profitability; (13)
Alvotech’s ability to develop, manufacture and commercialize the
product candidates in its pipeline; (14) actions of regulatory
authorities, which may affect the initiation, timing and progress
of clinical trials or future regulatory approvals or marketing
authorizations; (15) Alvotech’s ability to obtain and maintain
regulatory approval or authorizations of its product candidates,
including the timing or likelihood of expansion into additional
markets or geographies; (16) the success of Alvotech’s current and
future collaborations, joint ventures, partnerships or licensing
arrangements; (17) Alvotech’s ability, and that of its commercial
partners, to execute their commercialization strategy for approved
products; (18) Alvotech’s ability to manufacture sufficient
commercial supply of its approved products; (19) the outcome of
ongoing and future litigation regarding Alvotech’s products and
product candidates; (20) the potential impact of the ongoing
COVID-19 pandemic on the FDA’s review timelines, including its
ability to complete timely inspection of manufacturing sites; and
(21) other risks and uncertainties set forth in the section
entitled “Risk Factors” and “Cautionary Note Regarding
Forward-Looking Statements” in OACB’s annual report on Form 10-K
for the fiscal year ended December 31, 2021, in the Registration
Statement or in other documents filed by OACB with the SEC. There
may be additional risks that neither OACB nor Alvotech presently
know or that OACB and Alvotech currently believe are immaterial
that could also cause actual results to differ from those contained
in the forward-looking statements. Nothing in this communication
should be regarded as a representation by any person that the
forward-looking statements set forth herein will be achieved or
that any of the contemplated results of such forward-looking
statements will be achieved. You should not place undue reliance on
forward-looking statements, which speak only as of the date they
are made. Neither OACB nor Alvotech undertakes any duty to update
these forward-looking statements or to inform the recipient of any
matters of which any of them becomes aware of which may affect any
matter referred to in this communication. Alvotech and OACB
disclaim any and all liability for any loss or damage (whether
foreseeable or not) suffered or incurred by any person or entity as
a result of anything contained or omitted from this communication
and such liability is expressly disclaimed. The recipient agrees
that it shall not seek to sue or otherwise hold Alvotech, OACB or
any of their respective directors, officers, employees, affiliates,
agents, advisors, or representatives liable in any respect for the
provision of this communication, the information contained in this
communication, or the omission of any information from this
communication.
No Offer
This communication is for informational purposes only and does
not constitute an offer to sell or a solicitation of an offer to
buy any securities pursuant to the proposed transaction or
otherwise, nor shall there be any sale of any such securities in
any state or jurisdiction in which such offer, solicitation, or
sale would be unlawful prior to registration or qualification under
the securities laws of such state or jurisdiction. No offer of
securities shall be made except by means of a prospectus meeting
the requirements of the Securities Act of 1933, as amended.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220607006215/en/
ALVOTECH HOLDINGS S.A.
Investor Relations Stephanie Carrington ICR Westwicke
Stephanie.Carrington@westwicke.com (646) 277-1282
Media Relations Sean Leous ICR Westwicke
Sean.Leous@westwicke.com (646) 866-4012
Corporate Communications Alvotech.media@alvotech.com
OAKTREE ACQUISITION CORP. II
Investor Relations info@oaktreeacquisitioncorp.com
Media Relations mediainquiries@oaktreecapital.com
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