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Catherine Kress

Head of Communications

Email: communications@stallergenesgreer.com

Tel: +33 (0)1 55 59 26 05

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2019-05-31 - Stallergenes Greer Will Be at 2019 EAACI Congress and Present the Results of Its Phase III House Dust Mites Tablet Trial

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Stallergenes Greer Will Be at 2019 EAACI Congress and Present the Results of Its Phase III House Dust Mites Tablet Trial

LONDON--(BUSINESS WIRE)-- Stallergenes Greer today announced that house dust mite (HDM) induced allergic rhinitis, its treatment with sublingual tablets and the benefits of allergen immunotherapy (AIT) for patients will be presented at the annual EAACI Congress to be held in Lisbon (Portugal) from June 1-5 2019. Scientific presentations will detail the results of its Phase III clinical trial evaluating the efficacy and safety of its sublingual allergy immunotherapy tablet STAGR320 for the treatment of house dust mite-induced allergic rhinitis.

« House dust mite-induced allergic rhinitis is a highly prevalent chronic illness which often has a negative impact on overall health, sleep, work and leisure activities. Detailed results of our STAGR320 trial will be shared at EAACI 2019. These results illustrate Stallergenes Greer’s determination to develop a large portfolio of treatment options, including sublingual tablet treatments. We are committed to advancing research to improve the lives of people with allergies » stated Michele Antonelli, Chief Executive Officer of Stallergenes Greer.

Poster session: June 2, 2019 10:30 am - 12:00 pm

« EFFICACY OF A 300IR HOUSE DUST MITE TABLET IS CONSISTENT WHEN EVALUATED BY THE PROPORTION OF SYMPTOM-CONTROLLED DAYS: RESULTS OF A LARGE RANDOMISED, DOUBLE-BLIND PLACEBO-CONTROLLED, MULTICENTRE TRIAL »

Authors: P. Demoly, P. Creticos, P. Gevaert, K De Blay, K. Kowal, M. Le Gall, N. Nenasheva, G. Passalacqua, O. Pfaar, M. Tortajada-Girbés, V. Vidal, T.Casale, J. Corren

Poster session: June 2, 2019 10:30 am -12:00 pm

« QUALITY OF LIFE IN PATIENTS WITH HOUSE DUST MITE-ASSOCIATED ALLERGIC RHINITIS TREATED WITH 300IR HOUSE DUST MITE SUBLINGUAL TABLET: RESULTS OF A LARGE MULTICENTRE CLINICAL TRIAL »

Authors: T. Casale, P. Creticos, F. De Blay, P. Gevaert, K. Kowal, M. Le Gall, N. Nenasheva, G. Passalacqua, O. Pfaar, M. Tortajada-Girbés, C. Vidal, P. Demoly, J. Corren

Poster session: June 4, 2019 : 12:00 am -13:30 pm

« ‘BLOCKERS’ CAN BENEFIT FROM 300IR HOUSE DUST MITE TABLET - RESULTS OF A LARGE MULTICENTRE CLINICAL TRIAL IN HOUSE DUST MITE INDUCED ALLERGIC RHINITIS PATIENTS »

Authors: P. Demoly, P. Creticos, F. De Blay, P. Gevaert, K. Kowal, M. Le Gall, N. Nenasheva, G. Passalacqua, O. Pfaar, M. Tortajada-Girbés, C. Vidal, T. Casale, J. Corren

ABOUT THE STAGR320 PHASE III CLINICAL TRIAL

The phase III trial was a global, multi-center, randomized, double-blind and placebo controlled study. It evaluated the efficacy and safety of STAGR320 at a daily dose of 300IR administered to adult and adolescent patients aged 12-65 with HDM-induced allergic rhinitis. Patients who experienced HDM associated allergic rhinitis for at least one year, who were sensitized to D. pteronyssinus and/or D. farinae mites as determined by a skin prick test and HDM-specific serum immunoglobulin E, were eligible for participation.

This was the largest phase III clinical trial conducted to evaluate the treatment of house dust mite allergy in adult and adolescent patients. The study recruited more than 1,600 patients from 231 participating investigative sites in 13 countries. International coordinating investigators were Pascal Demoly, Professor at the Department of Pneumology and Addiction Heart Poumons Center at the University Hospital of Montpellier, France, President of the College of Allergology Teachers and President of the French Allergy Federation, and Thomas Casale, MD, Professor of Medicine and Pediatrics at the University of South Florida.

ABOUT STALLERGENES GREER Ltd

Headquartered in London (UK), Stallergenes Greer Ltd is a global healthcare company specializing in the diagnosis and treatment of allergies through the development and commercialization of allergy immunotherapy products and services. Stallergenes Greer Ltd is the parent company of Greer Laboratories, Inc. (whose registered office is in the United States) and Stallergenes SAS (whose registered office is in France).

2019-05-16 - Recommended Cash Acquisition of Stallergenes Greer plc by Ares Life Sciences I S.à r.l.

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Recommended Cash Acquisition of Stallergenes Greer plc by Ares Life Sciences I S.à r.l.

Regulatory News:

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO ANY RESTRICTED JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

RECOMMENDED CASH ACQUISITION

STALLERGENES GREER PLC

ARES LIFE SCIENCES I S.À R.L.

(to be implemented by way of a scheme of arrangement under
Part 26 of the U.K. Companies Act 2006)

LONDON--(BUSINESS WIRE)-- Scheme of Arrangement becomes Effective

On 21 March 2019 the special committee of independent directors of Stallergenes Greer plc (Paris:STAGR) ("Stallergenes Greer") (the "Special Committee") and Ares Life Sciences I S.à r.l. ("Waypoint") announced that they had reached agreement on the terms of a recommended acquisition by Waypoint of the entire issued, and to be issued, ordinary share capital of Stallergenes Greer not held directly or indirectly by Waypoint (the "Acquisition"). The Acquisition is to be effected by means of a Court approved scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme"). At the Court Meeting and General Meeting held on 13 May 2019 to consider the Acquisition, all resolutions were duly passed.

Stallergenes Greer and Waypoint are pleased to announce that, following the delivery of the Court Order to the Registrar of Companies, the Scheme has become Effective in accordance with its terms. This follows the Court's sanction of the Scheme at the Court Hearing held on 15 May 2019 and Waypoint now owns the entire issued ordinary share capital of Stallergenes Greer other than 59,231 Treasury Shares.

The full terms and conditions of the Acquisition were set out in the scheme document published by Stallergenes Greer on 5 April 2019 (the "Scheme Document").

Consideration due to Scheme Shareholders

Scheme Shareholders on the Register at the Scheme Record Time, being 19:00 C.E.S.T. yesterday, 15 May 2019, will receive Euro 37.00 in cash for each Scheme Share held.

Suspension, delisting and cancellation of trading of Stallergenes Greer Shares

Dealings in Stallergenes Greer Shares on Euronext Paris were suspended with effect from 09:00 C.E.S.T. on 13 May 2019. The de-listing of the Shares from the regulated market of Euronext Paris is expected to take effect on 17 May 2019.

Resignation of the Independent Non-Executive Directors of Stallergenes Greer

As set out in paragraph 10 of Part 2 of the Scheme Document, each of the Independent Non-Executive Directors has resigned from the board of directors of Stallergenes Greer with effect as of today, 16 May 2019.

Settlement

As further described in the Scheme Document, Waypoint will pay to the Shareholder Paying Agent the aggregate price payable for all of the Scheme Shares no later than 23 May 2019.

The Shareholder Paying Agent will pay (or procure the payment to) each Registered Shareholder and intermediary bank (for and on behalf of the Bearer Shareholders) an amount equal to the Acquisition Price multiplied by the number of Scheme Shares in which that Shareholder is interested. The Shareholder Paying Agent will make these payments in accordance with its normal procedures and as a result Registered Shareholders and these intermediary banks can expect to receive these payments no later than six Business Days from today. Bearer Shareholders should contact their intermediary banks concerning when they can expect to receive payment for the Scheme Shares in which they are interested.

General

Capitalised terms used in but not defined in this announcement have the meanings set out in the Scheme Document.

IMPORTANT NOTICES

Important Notices Relating to Financial Advisers

UBS AG London Branch is authorised and regulated by the Financial Market Supervisory Authority in Switzerland. It is authorised by the Prudential Regulation Authority and subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority in the United Kingdom. UBS AG London Branch is acting exclusively as financial adviser to Waypoint and no one else in connection with the Acquisition. In connection with such matters, UBS AG London Branch will not regard any other person as its client, nor will it be responsible to any other person for providing the protections afforded to its clients or for providing advice in relation to the Acquisition, the contents or subject matter of this announcement or any transaction, arrangement or other matter referred to herein.

Evercore Partners International LLP, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as financial adviser exclusively for the Special Committee and no one else in connection with the matters referred to in this announcement and will not regard any other person as its client in connection with the matters referred to in this announcement and will not be responsible to anyone other than the Special Committee for providing the protections afforded to clients of Evercore, nor for providing advice in relation to the matters referred to in this announcement.

Further Information

This announcement is for information purposes only and is not intended to, and does not, constitute or form part of any offer, invitation, inducement or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of or exercise rights in respect of any securities, or the solicitation of any vote or approval of an offer to buy securities in any jurisdiction, pursuant to the Acquisition or otherwise nor shall there be any sale, issuance or transfer of any securities pursuant to the Acquisition in any jurisdiction in contravention of any applicable laws.

The Acquisition will be implemented solely pursuant to the terms of the Scheme Document, which will contain the full terms and conditions of the Acquisition, including details of how to vote in respect of the Scheme. Any decision, vote or other response in respect of the Acquisition should be made only on the basis of information contained in the Scheme Document. Shareholders are advised to read the formal documentation in relation to the Acquisition carefully once it has been dispatched.

This announcement does not constitute a prospectus or prospectus-equivalent document.

Overseas Jurisdictions

The release, publication or distribution of this announcement in, and the availability of the Acquisition to persons who are residents, citizens or nationals of jurisdictions other than France may be restricted by laws and/or regulations of those jurisdictions. In particular, the ability of persons who are not resident in France or who are subject to the laws of another jurisdiction to direct voting of the Scheme Shares in which they are interested with respect to the Scheme at the Court Meeting, or to execute and deliver Forms of Proxy appointing another to vote at the Court Meeting on their behalf, may be affected by the laws of the relevant jurisdictions in which they are located.

Therefore, any persons not resident in France and/or who are subject to the laws and regulations of any jurisdiction other than France should inform themselves about, and observe, any applicable legal and regulatory requirements. Any failure to comply with the applicable requirements may constitute a violation of the laws and/or regulations of any such jurisdiction.

The Acquisition will not be made, directly or indirectly, in, into or from any restricted jurisdiction where to do so would violate the laws of that jurisdiction and no person may vote in favour of the Acquisition by any use, means, instrumentality or form within a restricted jurisdiction or any other jurisdiction if to do so would constitute a violation of the laws of that jurisdiction. Accordingly, copies of this announcement and any formal documentation relating to the Acquisition are not being, and must not be, directly or indirectly, mailed or otherwise forwarded, distributed or sent in, into or from any restricted jurisdiction and persons receiving such documents (including custodians, nominees and trustees) must not mail or otherwise forward, distribute or send them in or into or from any restricted jurisdiction. To the fullest extent permitted by applicable law, Waypoint, Stallergenes Greer and persons involved in the Acquisition disclaim any responsibility or liability for such violation by any person.

The receipt of cash pursuant to the Acquisition by Shareholders may be a taxable transaction under applicable national, state and local, as well as foreign and other tax laws. Each Shareholder is urged to consult their independent professional adviser regarding the tax consequences of the Acquisition applicable to him or her.

Further details in relation to Shareholders in overseas jurisdictions will be contained in the Scheme Document.

Notice to U.S. Investors in Stallergenes Greer

The Acquisition relates to the shares of a company organised under the laws of England and Wales and listed on Euronext Paris and is proposed to be effected by means of a scheme of arrangement under the laws of England and Wales (Part 26 of the Companies Act). This announcement, the Scheme Document and certain other documents relating to the Acquisition have been or will be prepared in accordance with English law and French law (in connection with disclosure only), all of which differ from the relevant laws in the United States of America. The Acquisition is not subject to the tender offer rules or the proxy solicitation rules under the U.S. Securities Exchange Act of 1934, as amended. Accordingly, the Acquisition is subject to the disclosure requirements of and practices applicable to a company listed on Euronext Paris which is subject to an English law scheme of arrangement, which differ from the disclosure requirements of the United States of America tender offer and proxy solicitation rules.

Stallergenes Greer's financial statements, and all financial information that is included in this announcement or that may be included in the Scheme Document, or any other documents relating to the Acquisition, have been or will be prepared in accordance with non-U.S. accounting standards that may not be comparable to financial information of companies in the United States of America or other companies whose financial statements are prepared in accordance with U.S. generally accepted accounting principles.

Neither the United States Securities and Exchange Commission nor any U.S. state securities commission has approved or disapproved the Acquisition, passed upon the merits or fairness of the Acquisition or passed any opinion upon the accuracy, adequacy or completeness of this announcement or the Scheme Document. Any representation to the contrary is a criminal offence in the United States of America.

Stallergenes Greer is incorporated under the laws of England and Wales and listed on Euronext Paris. Waypoint is incorporated under the laws of Luxembourg. In addition, some of Stallergenes Greer's and Waypoint's respective officers and directors reside outside the United States of America, and some or all of their respective assets are or may be located in jurisdictions outside the United States of America. Therefore, investors may have difficulty effecting service of process within the United States of America upon those persons or recovering against Stallergenes Greer, Waypoint or their respective officers or directors on judgments of United States of America courts, including judgments based upon the civil liability provisions of the United States of America federal securities laws. It may not be possible to sue Stallergenes Greer, Waypoint or their respective officers or directors in a non-U.S. court for violations of the U.S. securities laws.

The receipt of cash pursuant to the Acquisition by U.S. holders of Shares pursuant to the Scheme may be a taxable transaction for U.S. federal income tax purposes and under applicable U.S. state and local, as well as foreign and other, tax laws. Each U.S. holder of Shares is urged to consult his or her independent professional adviser immediately regarding the tax consequences of the Acquisition applicable to him or her.

Forward-Looking Statements

This announcement contains certain statements which are, or may be deemed to be, "forward-looking statements" which are prospective in nature. All statements other than statements of current or historical fact, are or may be deemed to be, forward-looking statements. Forward-looking statements are based on current expectations and projections about future events and are therefore subject to known and unknown risks and uncertainties which could cause actual results, performance or events to differ materially from the future results, performance or events expressed or implied by the forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of forward-looking words such as "plans", "expects", "is expected", "is subject to", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", "believes", "targets", "aims", "projects", "goal", "objective", "outlook", "risks", "seeks" or words or terms of similar substance or the negative thereof, as well as variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would", "might", "probably" or "will" be taken, occur or be achieved. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations.

Such forward-looking statements involve risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors could cause actual results to differ materially from those projected or implied in any forward-looking statements. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date of this announcement. Any forward-looking statements made in this announcement on behalf of Stallergenes Greer or Waypoint are made as of the date of this announcement based on the opinions and estimates of directors of Stallergenes Greer or Waypoint respectively and no assurance can be given that such opinions or estimates will prove to have been correct. Each of Stallergenes Greer and Waypoint and their respective members, directors, officers, employees, advisers and any person acting on behalf of one or more of them, expressly disclaims any intention or obligation to update or revise any forward-looking or other statements contained in this announcement, whether as a result of new information, future events or otherwise, except as required by applicable law. Neither Stallergenes Greer or Waypoint or their respective members, directors, officers or employees, advisers or any person acting on their behalf, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this announcement will actually occur.

No forward-looking or other statements have been reviewed by the auditors of Stallergenes Greer or Waypoint. All subsequent oral or written forward-looking statements attributable to Stallergenes Greer or Waypoint of their respective members, directors, officers, advisers or employees or any person acting on their behalf are expressly qualified in their entirety by the cautionary statement above.

No Profit Forecasts or Estimates

Nothing in this announcement is intended or shall be deemed to be a forecast, projection or estimate of the future financial performance of Stallergenes Greer or Waypoint for any period and no statement in this announcement should be interpreted to mean that cash flow from operations, earnings, or earnings per share or income of those persons (where relevant) for the current or future financial years would necessarily match or exceed the historical published cash flow from operations, earnings, earnings per share or income of those persons (as appropriate).

General

If you are in any doubt about the contents of this announcement or the action you should take, you are recommended to seek your own independent financial advice immediately from an appropriate authorised independent financial adviser.

2019-05-13 - Recommended cash acquisition of Stallergenes Greer plc ("Stallergenes Greer") by Ares Life Sciences I S.à r.l. ("Waypoint")

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Recommended cash acquisition of Stallergenes Greer plc ("Stallergenes Greer") by Ares Life Sciences I S.à r.l. ("Waypoint")

LONDON--(BUSINESS WIRE)-- Regulatory News:

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO ANY RESTRICTED JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

Results of Court Meeting and General Meeting

Stallergenes Greer (Paris:STAGR) is pleased to announce that at the Court Meeting and General Meeting held today to consider the acquisition of Stallergenes Greer by Waypoint (the "Acquisition") by means of a Court approved scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme"), all resolutions were duly passed.

At the Court Meeting, a majority in number of the Scheme Shareholders who voted, and together who represented over 75% by value of votes cast, voted to approve the Scheme.

At the General Meeting, SG Shareholders, who together represented over 75% by value of votes cast, voted to pass the Special Resolution to approve the implementation of the Scheme and to amend Stallergenes Greer's articles of association.

Details of the resolutions passed are set out in the notices of the Court Meeting and General Meeting contained in Parts 10 and 11 (respectively) of the scheme document published on 5 April 2019 (the "Scheme Document").

The total number of Stallergenes Greer shares in issue as at the Voting Record Time was 19,787,553. As at the Voting Record Time, Stallergenes Greer held 59,231 ordinary shares as Treasury Shares which do not carry voting rights. Therefore, the total voting rights in Stallergenes Greer as at the Voting Record Time was 19,728,322. Waypoint (or its nominees) hold 16,550,910 of these shares. As the shares held by Waypoint (or its nominees) are not Scheme Shares, the number of Scheme Shares at the Voting Record Time was 3,177,412.

Voting results of the Court Meeting

The results of the poll conducted at the Court Meeting held on 13 May 2019 are set out in the table below.

Each Scheme Shareholder, present in person or by proxy, was entitled to one vote per Scheme Share held at the Voting Record Time. Although English law only recognises the votes of the Scheme Shareholders, the table also shows the vote of the Shareholders.


Resolution	Number of Scheme Shares voted	% of Scheme Shares voted	Number of Scheme Shareholders who voted	% of Scheme Shareholders who voted	Number of Shareholders who voted	% of Shareholders who voted
FOR	1,609,433	98.43%	5	83.33%	77	77%
AGAINST	25,657	1.57%	1	16.67%	23	23%
TOTAL	1,635,090	100%	6	100%	100	100%

Voting results of the General Meeting

The results of the poll conducted at the General Meeting held on 13 May 2019 are set out in the table below.

Each SG Shareholder, present in person or by proxy, was entitled to one vote per Stallergenes Greer ordinary share held at the Voting Record Time.


Special Resolution 1A	Number of Stallergenes Greer ordinary shares voted	% of votes cast
FOR	18,267,831	99.92%
AGAINST	13,892	0.08%
TOTAL	18,281,723	100%


Special Resolution 1B	Number of Stallergenes Greer ordinary shares voted	% of votes cast
FOR	18,267,848	99.92%
AGAINST	13,842	0.08%
TOTAL	18,281,690	100%

Timetable and Effective Date

Completion of the Acquisition remains subject to the satisfaction or waiver of the remaining Conditions set out in the Scheme Document, including the Court sanctioning the Scheme at the Court hearing which is expected to take place on 15 May 2019.

The listing of, and dealings in, Stallergenes Greer shares was suspended with effect from 09:00 C.E.S.T. on 13 May 2019 and the Scheme is expected to become effective on 16 May 2019. The de-listing of Stallergenes Greer shares is expected to take place by 17 May 2019.

The payment of cash consideration to the Shareholder Paying Agent and the Scheme Shareholder Paying Agent is expected to take place by 23 May 2019. In turn, Shareholders and Scheme Shareholders will receive payment of the cash consideration from the Shareholder Paying Agent or the Scheme Shareholder Paying Agent (as applicable) in accordance with their normal procedures.

The expected timetable of remaining principal events remains as set out in the Scheme Document. If any of the key dates set out in the timetable changes, Stallergenes Greer will give notice of this change by issuing an announcement via Business Wire.

General

Capitalised terms used but not defined in this announcement have the meaning given to them in the Scheme Document. All references in this announcement to times are to C.E.S.T.

Further Information

This announcement has been prepared for the purpose of complying with English law and disclosure requirements under French law. Accordingly, the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws of jurisdictions outside of the United Kingdom and France (as applicable). The statements contained in this announcement are not to be construed as legal, business, financial or tax advice. If you are in any doubt about the contents of this announcement, you should consult your own legal adviser, tax adviser or financial adviser for legal, business, financial or tax advice.

The receipt of cash pursuant to the Acquisition by Shareholders and Scheme Shareholders may be a taxable transaction under applicable national, state and local, as well as foreign and other tax laws. Each Shareholder and Scheme Shareholder is urged to consult their independent professional adviser regarding the tax consequences of the Acquisition applicable to him or her.

No person has been authorised to make any representation on behalf of Stallergenes Greer or Waypoint concerning the Acquisition or the Scheme which is inconsistent with the statements contained in this announcement and any such representation, if made, may not be relied upon as having been so authorised.

The statements contained in this announcement are made as at the date of this announcement, unless some other time is specified in relation to them, and service of this announcement shall not give rise to any implication that there has been no change in the facts set out in this announcement since such date. Nothing contained in this announcement shall be deemed to be a forecast, projection or estimate of the future financial performance of Stallergenes Greer except where otherwise expressly stated. Neither Stallergenes Greer nor Waypoint intends, or undertakes any obligation, to update information contained in this announcement, except as required by applicable law or other regulation.

Information for Overseas Shareholders

Unless otherwise determined by Waypoint and Stallergenes Greer, and permitted by applicable law and regulation, the Acquisition will not be made, directly or indirectly, in, into or from any restricted jurisdiction where to do so would violate the laws of that jurisdiction and no person may vote in favour of the Acquisition by any such use, means, instrumentality or form within a restricted jurisdiction or any other jurisdiction if to do so would constitute a violation of the laws of that jurisdiction. Accordingly, copies of this announcement and any formal documents relating to the Acquisition are not being, and must not be, directly or indirectly, mailed or otherwise forwarded, distributed or sent in, into or from any restricted jurisdiction and persons receiving this announcement and all other documents relating to the Acquisition (including custodians, nominees and trustees) must not mail or otherwise forward, distribute or send them in, into or from any restricted jurisdiction. To the fullest extent permitted by applicable law, Waypoint, Stallergenes Greer and persons involved in the Acquisition disclaim any responsibility or liability for such violation by any person.

It is the responsibility of each Overseas Shareholder to satisfy himself as to the full observance of the laws of the relevant jurisdiction in connection with the Acquisition, including the obtaining of any governmental, exchange control or other consents which may be required, or the compliance with other necessary formalities which are required to be observed and the payment of any issue, transfer or other taxes due in such jurisdiction.

This announcement has been prepared for the purposes of complying with English law and disclosure requirements under French law. Accordingly, the information disclosed may not be the same as that which would have been disclosed if this announcment had been prepared in accordance with the laws of jurisdictions outside the United Kingdom and France (as applicable). Nothing in this announcement should be relied upon for any other purpose.

The financial information included in, or incorporated by reference into, this announcement has been prepared in accordance with accounting standards that may not be comparable to the financial statements of U.S. companies. U.S. generally accepted accounting principles differ in certain respects from International Financial Reporting Standards. None of the financial information in, or incorporated by reference into, this announcement has been audited in accordance with auditing standards generally accepted in the U.S. or the auditing standards of the Public Company Accounting Oversight Board (United States). U.S. persons should note that the Scheme relates to shares of an English company trading on Euronext Paris that is a "foreign private issuer" as defined in Rule 3b-4 under the Securities Exchange Act of 1934, and the Scheme will be governed by English law. Neither the proxy solicitation rules nor the tender offer rules under the Securities Exchange Act of 1934 will apply to the Scheme. Moreover, the Scheme will be subject to the disclosure requirements and practices applicable in France, which differ from the disclosure requirements under U.S. securities laws.

It may be difficult for U.S. holders of Shares to enforce their rights and any claim arising out of the U.S. federal securities laws, since Stallergenes Greer and Waypoint are located in non-U.S. jurisdictions, and some of or all of their officers and directors may be residents of non-U.S. jurisdictions. U.S. holders of Shares may not be able to sue a non-U.S. company or its officer or directors in a non-U.S. court for violations of U.S. securities laws. Further, it may be difficult to compel a non-U.S. company and its affiliates to subject themselves to a U.S. court's judgment.

Neither the U.S. Securities and Exchange Commission nor any U.S. state securities commission has approved or disapproved of the Acquisition, or passed comment upon the adequacy or completeness of this announcement. Any representation to the contrary is a criminal offence.

Forward-Looking Statements

Such forward-looking statements involve risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors could cause actual results to differ materially from those projected or implied in any forward-looking statements. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date of this announcement. Any forward-looking statements made in this announcement on behalf of Stallergenes Greer or Waypoint are made as of the date of this announcement based on the opinions and estimates of directors of Stallergenes Greer or Waypoint respectively and no assurance can be given that such opinions or estimates will prove to have been correct. Each of Stallergenes Greer and Waypoint and their respective members, directors, officers, employees, advisers and any person acting on behalf of one or more of them, expressly disclaims any intention or obligation to update or revise any forward-looking or other statements contained in this announcement, whether as a result of new information, future events or otherwise, except as required by applicable law. Neither Stallergenes Greer nor Waypoint nor their respective members, directors, officers or employees, advisers or any person acting on their behalf, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this announcement will actually occur.

No forward-looking or other statements have been reviewed by the auditors of Stallergenes Greer or Waypoint. All subsequent oral or written forward-looking statements attributable to Stallergenes Greer or Waypoint or their respective members, directors, officers, advisers or employees or any person acting on their behalf are expressly qualified in their entirety by the cautionary statement above.

Rounding

Certain figures included in this announcement have been subjected to rounding adjustments. Accordingly, figures shown for the same category presented in different tables may vary slightly and figures shown as totals in certain tables may not be an arithmetic aggregation of the figures that precede them.

No Profit Forecasts or Estimates

Publication on website

A copy of this announcement will be available, subject to certain restrictions relating to persons resident in any jurisdiction where local laws or regulations may result in a significant risk of civil, regulatory or criminal exposure if information concerning the Acquisition is sent or made available to Shareholders in that jurisdiction, on Stallergenes Greer's website at http://www.stallergenesgreer.com/ promptly and in any event by no later than 12 noon (London time) on 14 May 2019. For the avoidance of doubt, the content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

2019-04-17 - Stallergenes Greer Reports Continued Sales Growth in the First Quarter 2019

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Stallergenes Greer Reports Continued Sales Growth in the First Quarter 2019

LONDON--(BUSINESS WIRE)-- Regulatory News:

Stallergenes Greer (Paris:STAGR), a biopharmaceutical company specialising in treatments for respiratory allergies, today published its unaudited net sales for the three-month period ended 31 March 2019.

Q1-19 unaudited net sales up 11% as a result of positive performance across main products and several regions

Unaudited

Reported Currency

Constant Currency

FY-18 (3m)

FY-19 (3m)

Var %

FY-19 (3m)

Var %

In € million

(€m)

% Sales

(€m)

% Sales

(€m)

% Sales

Southern Europe

40.3

53%

44.8

53%

11%

44.9

54%

11%

Northern & Central Europe

10.9

14%

12.4

15%

14%

12.3

15%

13%

International markets

3.9

28%

5.1

28%

United States

21.1

28%

22.5

26%

20.8

25%

-1%

Net sales

76.2

100%

84.7

100%

11%

100%

Sublingual products

68%

70%

13%

Subcutaneous products

16.3

21%

10%

Veterinary

2.4

20%

Other products

5.9

5.3

-10%

Net sales

76.2

100%

84.7

100%

11%

Net sales by region: Positive performance in Southern Europe (+11%) and in Northern & Central Europe (+14%) while net sales were slightly down in the United States at constant currency (-1% or +7% at reported currency)
The 11% increase year-over-year in Q1-19 net sales reflects positive growth in Southern Europe and in Northern & Central Europe. U.S. revenue was positively impacted by the foreign currency exchange rate in Q1-19. Net sales in the United States were slightly down (-1%) for the first quarter in local currency (US$).

Europe & International: Stallergenes Greer sales growth was primarily driven by France, for both Staloral and Oralair^®. The company also increased its sales in Italy, Spain, Germany, Poland and Slovakia. Net sales increase in International markets (+28%) was primarily driven by Russia and Australia.

United States: In the United States, Stallergenes Greer net sales increased 7% in reported currency, delivering €22.5m in Q1-19, while being slightly down (-1%) at constant currency. The Group continued to strengthen its leadership position in the bulk allergen segment in this geography, while some of the adjacent businesses had a slower start to the year.

Net sales by category: Continued growth in the sublingual segment (+13%)
Staloral was Stallergenes Greer’s main growth driver in Q1-19, in particular in the French market. Additionally, Oralair net sales increased across all its major markets in Europe and International region, but had a slow start in the United States.

Sublingual products: in Q1-19, sublingual product sales increased by 13%, reaching €59.0 million, primarily driven by Staloral as a result of market share gains in priority markets, such as France. In parallel, in the tablet segment, the decline of the grass tablet market in the United States impacted Oralair’s performance in this geography.

Subcutaneous products: in the subcutaneous product category, the company reported Q1-19 net sales of €18.0 million, a 10% increase compared to Q1-18 thanks to a favorable US$ / Euro exchange rate, and despite a temporary shortage of injectable products in the Europe and International region as the Group pursued investments in major renovations and upgrades at its Antony facility.

Veterinary products: Q1-19 veterinary net sales grew 20% to €2.4 million compared to Q1-18, despite an increasingly competitive environment, through volume gains but also supported by a stronger US$ versus Euro foreign exchange rate.

Other products: net sales in the Other product line, which includes diagnostics and devices, declined by 10% quarter-over-quarter to €5.3 million in Q1-19, mostly due to a slower start of the adjacent businesses in the United States.

2019 FULL YEAR OUTLOOK
The Company confirms its full year outlook for 2019 disclosed on 21 March 2019 for net sales to be in the range of €290 million to €300 million and EBITDA² to be in the range of €50 million to €60 million.

CORPORATE CALENDAR
Recommended cash acquisition of Stallergenes Greer plc by Ares Life Sciences I S.À.R.L.:
Court Meeting: 13 May 2019 at 2.00pm C.E.S.T. | General Meeting: 13 May 2019 at 2.15pm C.E.S.T.
Location: Maison de la Recherche, 54 rue de Varenne, 75 007 Paris, France

Annual General Meeting: 13 June 2019 at 2.00pm C.E.S.T.
Location: Maison de la Recherche, 54 rue de Varenne, 75 007 Paris, France

1H 2019 results: 29 August 2019

ABOUT STALLERGENES GREER PLC
Headquartered in London (UK), Stallergenes Greer plc is a global healthcare company specialising in the diagnosis and treatment of allergies through the development and commercialisation of allergy immunotherapy products and services. Stallergenes Greer plc is the parent company of GREER Laboratories, Inc. (whose registered office is in the USA) and Stallergenes SAS (whose registered office is in France).

TRADING INFORMATION
Name: Stallergenes Greer
ISIN: GB00BZ21RF93 1 - Ticker: STAGR
ICB Classification: 4577
LEI: 213800CYVZA7GJQEME86
Market: Euronext Paris regulated market

Additional information is available at http://www.stallergenesgreer.com.

The financial information set out above does not constitute the Group’s financial statements for the period ended 31 March 2018 (unaudited) and 2019 (unaudited).

This document (including information incorporated by reference in this document), oral statements made and other information published by the Company contain statements that are or may be forward-looking or that express management’s beliefs, expectations or estimates with respect to the financial condition and/or results of operations and businesses of the Company. These statements can be identified by the use of forward-looking terminology such as “anticipate”, “target”, "believe," "expects," "project," "estimated," "forecast," "should," "plan," "may," "will," or the negative of any of these, or other variations thereof, or comparable terminology indicating expectations or beliefs concerning future events, or by the fact that such statements do not relate strictly to historical or current facts. These forward-looking statements are based on current expectations and are subject to risks and uncertainties because they relate to events and depend on circumstances that will occur in the future. Without being exhaustive, such factors include economic situations and business conditions, including legal and product evaluation issues, fluctuations in currencies and demand, changes in regulation, government or intellectual property protection, changes in competitive factors and other risks inherent to the industries in which the Company operates. These and other factors are more fully described in the Company's 2018 annual report published on 21 March 2019 on the Company's website www.stallergenesgreer.com. Actual results may differ materially from those set forth in the forward-looking statements, due to these and other various factors. Nothing in this statement should be construed as a profit forecast. Save as required by applicable law (including under the Market Abuse Regulation, the UK Listing Rules and the Disclosure and Transparency Rules of the Financial Conduct Authority), neither the Company nor any other person assumes any obligation to update these forward-looking statements or to notify any person of any such update. The reader should, however, consult any additional disclosures that the Group may make in any documents which it publishes and/or files. All readers, wherever located, should take note of these disclosures. Accordingly, no assurance can be given that any particular expectation will be met, and investors are cautioned not to place undue reliance on the forward-looking statements.

This announcement does not constitute an invitation to underwrite, subscribe for or otherwise acquire or dispose of any shares in the Company, in the UK or in the US, or under the US Securities Act 1933 or in any jurisdiction.

¹ Excluding one-off costs

² Excluding one-off costs

2019-04-05 - Recommended Cash Acquisition of Stallergenes Greer plc ("Stallergenes Greer") by Ares Life Sciences I S.à r.l. ("Waypoint")

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Recommended Cash Acquisition of Stallergenes Greer plc ("Stallergenes Greer") by Ares Life Sciences I S.à r.l. ("Waypoint")

LONDON--(BUSINESS WIRE)-- Regulatory News:

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION

Highlights

The Scheme Document has been published today and is available on Stallergenes Greer's (Paris:STAGR) website at http://www.stallergenesgreer.com/
The Court Meeting and the General Meeting are scheduled to be held on 13 May 2019 starting at 14:00 and 14:15 C.E.S.T. respectively in Paris
The last date for lodging Voting Forms for the Court Meeting and General Meeting is 9 May 2019 at 14:15 C.E.S.T.
The Effective Date is expected to be on 16 May 2019
Shareholders are strongly encouraged to sign and return the Voting Forms for both the Court Meeting and the General Meeting as soon as possible
Payment of the cash consideration to the relevant paying agents by Waypoint is expected to be made by 23 May 2019

Publication of Scheme Document

On 21 March 2019, the special committee of independent directors of Stallergenes Greer (the "Special Committee") and Waypoint announced that they had agreed the terms of a recommended cash acquisition by Waypoint of the entire issued, and to be issued, ordinary share capital of Stallergenes Greer not already directly or indirectly owned by Waypoint (the "Acquisition"). The Acquisition is intended to be implemented by means of a scheme of arrangement under the U.K. Companies Act 2006 (the "Scheme").

The Special Committee is pleased to announce that the scheme document relating to the Acquisition (the "Scheme Document"), together with the Proxy Forms for the Court Meeting and the General Meeting, are being sent to Scheme Shareholders today. Copies of this announcement, the Scheme Document and the Voting Forms have been published on the Stallergenes Greer website at http://www.stallergenesgreer.com/ and the Scheme Document is being made available, for information only, to participants in the Share Schemes and persons with information rights. The Scheme Document and Voting Forms for the Court Meeting and the General Meeting will also be sent to Registered Shareholders shortly. Bearer Shareholders should contact their intermediary bank to request hard copies of the Scheme Document and Voting Forms. The Scheme Document sets out, amongst other things, a letter from the Chairman of the Special Commitee, an explanatory statement pursuant to section 897 of the U.K. Companies Act 2006, the full terms and conditions of the Scheme, an indicative timetable of principal events, notices of the shareholder meetings relating to the Scheme and details of the action to be taken by Shareholders.

Notices of the Court Meeting and General Meeting

As described in the Scheme Document, the Scheme will require the approval of the Scheme Shareholders at the Court Meeting, the passing of a special resolution at the General Meeting and then the sanction of the Court. The Court Meeting and the General Meeting are scheduled to be held at 14:00 and 14:15 C.E.S.T. respectively on 13 May 2019 at Maison de la Recherche, 54 Rue de Varenne, 75007 Paris, France.

It is important that, for the Court Meeting, as many votes as possible are cast so that the Court can be satisfied that there is a fair representation of Scheme Shareholder opinion. Shareholders are therefore strongly encouraged to sign and return the Voting Forms for both the Court Meeting and the General Meeting as soon as possible.

Timetable

The Scheme Document contains an expected timetable of principal events relating to the Scheme, which is copied below.

Event			Time/date

Publication of the Scheme Document			5 April 2019

Latest time for requesting copies of the Scheme Document, Voting Forms and Proxy Forms			09:00 on 7 May 2019

Latest time for lodging Voting Forms for the:

Court Meeting (BLUE form)			14:15 on 9 May 2019⁽²⁾

General Meeting (WHITE form)			14:15 on 9 May 2019⁽²⁾

Voting Record Time			18:30 on 9 May 2019⁽³⁾

Latest time for lodging Proxy Forms for the:

Court Meeting (BLUE form)			14:15 on 10 May 2019⁽⁴⁾

General Meeting (WHITE form)			14:15 on 10 May 2019⁽⁴⁾

Court Meeting			14:00 on 13 May 2019

General Meeting			14:15 on 13 May 2019⁽⁵⁾

The following dates are subject to change ⁽¹⁾

Last day of dealings in Shares			10 May 2019

Suspension of listing of, and dealings in, Shares			09:00 on 13 May 2019

Court hearing to sanction the Scheme			15 May 2019

Scheme Record Time			19:00 on 15 May 2019

Scheme Effective Date			16 May 2019

De-listing of Shares			17 May 2019

Cancellation of book entries within the Euroclear system			20 May 2019

Payment of cash consideration to the Shareholder Paying Agent and the Scheme Shareholder Paying Agent			by 23 May 2019⁽⁶⁾

Long Stop Date			30 June 2019⁽⁷⁾

The Court Meeting and the General Meeting will each be held at Maison de la Recherche, 54 Rue de Varenne, 75007 Paris, France.

(1) These times and dates are indicative only and will depend, amongst other things, on the date upon which the Court sanctions the Scheme. The timetable is also dependent on when the Court Order sanctioning the Scheme is delivered to the Registrar of Companies. Stallergenes Greer will give notice of any change(s) by issuing an announcement through Business Wire.

(2) It is requested that the Voting Forms for the Court Meeting and the General Meeting be lodged before 14:15 on 9 May 2019 or, if a Meeting is adjourned, not later than 72 hours (excluding any part of a day that is not a Business Day) before the time appointed for the holding of the adjourned Meeting. The completion and return of Voting Forms will not prevent you from attending the Court Meeting or the General Meeting and voting in person provided that: (i) if you are a Registered Shareholder, you attend the Meeting with your Attendance Card or, if not requested or not received on time, with valid identity papers; or (ii) if you are a Bearer Shareholder, you attend the Meeting with your Attendance Card or, if not requested or not received on time, with your Participating Certificate and valid identity papers.

(3) If either of the Meetings is adjourned, the Voting Record Time for the relevant adjourned Meeting will be 18:30 on the date two calendar days (excluding any part of a day that is not a Business Day) before the date set for the adjourned Meeting.

(4) It is requested that the Proxy Forms for the Court Meeting and the General Meeting be lodged before 14:15 on 10 May 2019 or, if a Meeting is adjourned, not later than 48 hours (excluding any part of a day that is not a Business Day) before the time appointed for the holding of the adjourned Meeting. The completion and return of Proxy Forms will not prevent you from attending the Court Meeting or the General Meeting and voting in person, if you so wish and are so entitled. Proxy Forms not so lodged may be handed to the Chairman of the Meeting before the taking of the poll at such Meeting.

(5) Or as soon thereafter as the Court Meeting has been concluded or adjourned.

(6) Shareholders and Scheme Shareholders will receive payment of the cash consideration from the Shareholder Paying Agent or the Scheme Shareholder Paying Agent (as applicable) in accordance with their respective normal procedures.

(7) This date may be extended to such date as Stallergenes Greer and Waypoint may agree and the Court (if required) may allow.

All times are C.E.S.T.

This section should be read in conjunction with the Scheme Document and, in particular, the notices of the Court Meeting and the General Meeting in Part 10 and Part 11 of the Scheme Document respectively.

Capitalised terms used but not defined in this announcement have the meanings set out in the Scheme Document.

Further Information

Information for Overseas Shareholders

This announcement and the accompanying documents have been prepared for the purposes of complying with English law and disclosure requirements under French law. Accordingly, the information disclosed may not be the same as that which would have been disclosed if these documents had been prepared in accordance with the laws of jurisdictions outside the United Kingdom and France (as applicable). Nothing in this announcement or the accompanying documents should be relied upon for any other purpose.

Forward-Looking Statements

Such forward-looking statements involve risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors could cause actual results to differ materially from those projected or implied in any forward-looking statements. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date of this announcement. Any forward-looking statements made in this announcement on behalf of Stallergenes Greer or Waypoint are made as of the date of this announcement based on the opinions and estimates of directors of Stallergenes Greer or Waypoint respectively and no assurance can be given that such opinions or estimates will prove to have been correct. Each of Stallergenes Greer and Waypoint and their respective members, directors, officers, employees, advisers and any person acting on behalf of one or more of them, expressly disclaims any intention or obligation to update or revise any forward-looking or other statements contained in this announcement, whether as a result of new information, future events or otherwise, except as required by applicable law. Neither Stallergenes Greer nor Waypoint nor their respective members, directors, officers or employees, advisers or any person acting on their behalf, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this announcement will actually occur.

No forward-looking or other statements have been reviewed by the auditors of Stallergenes Greer or Waypoint. All subsequent oral or written forward-looking statements attributable to Stallergenes Greer or Waypoint or their respective members, directors, officers, advisers or employees or any person acting on their behalf are expressly qualified in their entirety by the cautionary statement above.

Rounding

No Profit Forecasts or Estimates

Publication on website and hard copies

A copy of this announcement will be available, subject to certain restrictions relating to persons resident in any jurisdiction where local laws or regulations may result in a significant risk of civil, regulatory or criminal exposure if information concerning the Acquisition is sent or made available to Shareholders in that jurisdiction, on Stallergenes Greer's website at http://www.stallergenesgreer.com/ promptly and in any event by no later than 12 noon (London time) on 6 April 2019. For the avoidance of doubt, the content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

If you are a Registered Shareholder, you will receive a hard copy of the Scheme Document and the Voting Forms from Société Générale. If you have not received such hard copies you may request such copies by contacting Société Générale with an address to which the hard copies may be sent.

If you are a Bearer Shareholder, you may request a hard copy of the Scheme Document and the Voting Forms by contacting your intermediary bank with an address to which the hard copies may be sent.

If you are a Scheme Shareholder, you may request a hard copy of the Scheme Document and the Proxy Forms by contacting Computershare, at #UKCSBRS.ExternalProxyQueries@computershare.co.uk or Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol, BS99 6ZY, United Kingdom with an address to which the hard copies may be sent.

2019-03-28 - Recommended Cash Acquisition of Stallergenes Greer plc – Publication of the Independent Expert Report

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Recommended Cash Acquisition of Stallergenes Greer plc – Publication of the Independent Expert Report

LONDON--(BUSINESS WIRE)-- Regulatory News:

Following the announcement of the recommended cash acquisition of Stallergenes Greer plc (Paris:STAGR) (“Stallergenes Greer” or the “Company”) on 21 March 2019, the special committee of independent directors of Stallergenes Greer (the "Special Committee") is pleased to announce that copies of the report from Finexsi Expert & Conseil Financier, the independent valuation expert (the “Independent Expert”) appointed by the Special Committee to deliver an opinion on the fairness of the acquisition price of €37.00 per Stallergenes Greer share (the “Acquisition Price”), are now available on the Company’s website in both French and English (https://www.stallergenesgreer.com/recommended-acquisition-of-the-shares-in-stallergenes-greer-by-waypoint?t=1).

The Independent Expert has opined that the Acquisition Price is fair from a financial point of view.

The Independent Expert report will also be published in the scheme document.

ABOUT STALLERGENES GREER PLC

Headquartered in London (UK), Stallergenes Greer plc is a global healthcare company specializing in the diagnosis and treatment of allergies through the development and commercialization of allergy immunotherapy products and services. Stallergenes Greer plc is the parent company of Greer Laboratories, Inc. (whose registered office is in the United States) and Stallergenes SAS (whose registered office is in France).

TRADING INFORMATION
Name: Stallergenes Greer
ISIN: GB00BZ21RF93 1 - Ticker: STAGR
ICB Classification: 4577
LEI: 213800CYVZA7GJQEME86
Market: Euronext Paris regulated market

Additional information is available at http://www.stallergenesgreer.com.

This document (including information incorporated by reference in this document), oral statements made and other information published by the Company contain statements that are or may be forward-looking with respect to the financial condition and/or results of operations and businesses of the Company. These statements can be identified by the use of forward-looking terminology such as "believe," "expects," "project," "estimated," "forecast," "should," "plan," "may" or the negative of any of these, or other variations thereof, or comparable terminology indicating expectations or beliefs concerning future events. These forward-looking statements include risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. Without being exhaustive, such factors include economic situations and business conditions, including legal and product evaluation issues, fluctuations in currencies and demand, and changes in competitive factors. These and other factors are more fully described in the Company's 2018 annual report published on 21 March 2019 on the Company's website www.stallergenesgreer.com. Actual results may differ from those set forth in the forward-looking statements, due to various factors. Save as required by applicable law, neither the Company nor any other person assumes any obligation to update these forward-looking statements or to notify any person of any such update.

2019-03-21 - Stallergenes Greer Delivers 2018 Sales and EBITDA in Line with Recent Outlook

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Stallergenes Greer Delivers 2018 Sales and EBITDA in Line with Recent Outlook

LONDON--(BUSINESS WIRE)-- Regulatory News:

Paris:STAGR

Stallergenes Greer, a biopharmaceutical company specialising in treatments for respiratory allergies, today published its full-year results for the twelve-month period ended 31 December 2018.

FY 2018 Financial Highlights

(in € million)

Full Year (audited)

2017

2018

Var. (€m)

% change

Net sales

260.2

277.0

+ 16.8

+ 6%

Gross profit

165.8

179.1

+ 13.3

+ 8%

Gross margin

64%

65%

n.a.

+ 1 point

EBITDA

21.9

40.2

+ 18.3

+ 84%

EBITDA margin

15%

n.a.

+ 7 points

EBIT (Operating Profit)

(5.4)

17.6

+ 23.0

n.a.

Net profit/(loss)

(9.9)

12.8

+ 22.7

n.a.

Michele Antonelli, Chief Executive Officer of Stallergenes Greer, commented:

“Stallergenes Greer sustained the ongoing recovery of its business in 2018 and we regained leading positions in many key markets.

We delivered meaningful growth and continue to invest in our product pipeline and manufacturing capabilities. Net sales and EBITDA were in line with our recent outlook and we showed steady growth across our main regions and products. We delivered substantial EBITDA margin expansion as a result of strong operating efficiencies.

Stallergenes Greer‘s business fundamentals are robust and provide the means and so confidence to continue enhancing our competitive profile, advancing our pipeline and further investing in technical operations and quality. Going forward, we will remain focused on providing patients and the medical community with a broader portfolio of innovative and high-quality allergy treatments and ultimately seek to deliver on our purpose of enabling people with allergies to live normal lives.”

FY18 net sales increased 6% as a result of continued growth across main products and regions, in line with outlook

Unaudited In € million	Reported Currency					Constant Currency
Unaudited In € million	FY-17 (12m) (€m) % Sales		FY-18 (12m) (€m) % Sales		Var %	FY-18 (12m) (€m) % Sales		Var %

Southern Europe	119.0	46%	136.5	49%	15%	136.4	48%	15%
Northern & Central Europe	33.7	13%	33.5	12%	0%	33.8	12%	0%
International markets	19.6	8%	15.7	6%	-20%	16.5	6%	-16%
United States	87.9	33%	91.3	33%	4%	95.5	34%	9%
Net sales	260.2	100%	277.0	100%	6%	282.2	100%	8%

Sublingual products	156.7	60%	172.9	63%	10%
Subcutaneous products	70.4	27%	70.1	25%	0%
Veterinary	10.2	4%	9.4	3%	-8%
Other products	22.9	9%	24.6	9%	7%
Net sales	260.2	100%	277.0	100%	6%

The 6% increase year-over-year in full-year net sales reflects positive growth in Southern Europe and in the United States. U.S. revenue was negatively impacted by the foreign currency exchange rate in 2018. The region delivered 9% net sales growth year-over-year in local currency (US$). Staloral was Stallergenes Greer’s main growth driver in 2018 across all its major markets. In addition, the Company regained share with Oralair in the grass tablet segment in some of its key markets.

Operational efficiencies delivered margin improvement
The Group’s full-year 2018 gross margin of €179.1 million represented 65% of net sales, compared to 64% in 2017. The Group reported 2018 EBITDA of €40.2 million, compared to €21.9 million in 2017. Reported EBITDA increased overall by €18.3 million as a result of a €16.8 million increase in sales and a 8% decline in Selling, General and Administrative expenses, from €131.9 million in 2017 to €120.7 million in 2018. The Group benefited from the reduction of its operating expenditures and costs associated with its operations in the U.K., France and the United States in 2018.

Reported 2018 EBITDA came in near the low end of the outlook range, mostly due to a re-assessment of the research tax credits in France for fiscal years 2014-2017; non-recurring charges related to the change in leadership effective from January 2019 and costs associated with streamlining of the Company’s operations.

For the first time in three years, the Group generated a positive net profit and a positive cash flow. In 2018, net profit was €12.8 million compared to a net loss of €9.9 million in 2017. Free cash flow was positive € 23.1 million versus a negative €20.4 million in 2017.

As a result of the business performance and robust measures to contain costs, Stallergenes Greer continues to have a solid balance sheet. At 31 December 2018, the Group’s shareholders’ equity represented 82% of the balance sheet total. Cash balance stood at €74 million.

Continued investments in innovation translated into significant achievements in 2018
Stallergenes Greer is committed to developing innovative therapies for major respiratory allergies and invested €38.4 million in Research & Development in 2018, primarily to fund STAGR320, the Group’s phase III global multi-centre clinical trial for house dust mite (HDM)-induced allergic rhinitis. In November 2018, Stallergenes Greer announced that this phase III trial achieved its primary endpoint. The study also achieved all key secondary endpoints and showed a comparable safety profile to that observed in other clinical studies with STAGR320. The randomised, double-blind, placebo-controlled study, which recruited more than 1,600 patients from 231 participating investigative sites in 13 countries, was the largest phase III clinical trial conducted to evaluate the treatment of house dust mite allergy. Whilst certain hurdles remain, the results provide a basis for regulatory submissions in Europe and the United States and an assessment of the commercial viability of this new product.

In addition, Stallergenes Greer announced positive results from two real-world evidence studies regarding the use of allergy immunotherapy compared to the use of only symptomatic treatments in patients with respiratory allergies as part of the BREATH real-world evidence program designed to understand the real-world benefits of allergy immunotherapy outside of a clinical trial setting. These studies, conducted in France and Germany, further substantiated the long-term benefits of AIT to significantly reduce the need for allergic rhinitis and asthma medications in patients suffering from grass pollen and birch tree pollen-induced allergies.

Investments in Technical Operations and Quality to continue
Stallergenes Greer pursued investments in Technical and Quality Operations capabilities at all its manufacturing sites in 2018 to strengthen its quality culture across the organisation and to ensure product quality and patient safety for all released and distributed products.

Stallergenes Greer continues its ongoing improvements of the manufacturing facilities in France and closely collaborates with the French National Agency for Medicines and Health Products Safety (ANSM) to meet the requirements stated in its injunction dated 4 January 2018, in particular with respect to its injectable products.

In the United States, Stallergenes Greer continued to strengthen its quality system and introduced state-of-the-art manufacturing technologies and advanced initiatives to increase capacity.

2019 Business outlook
Stallergenes Greer anticipates further progress will be made in 2019. This includes investing in growth opportunities and delivering cost efficiencies across the organization. The Group expects:

Net sales to be in the range of €290 million and €300 million, and
EBITDA to be in the range of €50 million to €60 million (excluding one-off costs)

Stallergenes Greer plc recognised non-cash impairment with no impact on Group consolidated accounts
As part of its annual reviews, Stallergenes Greer plc has performed an impairment analysis of its “investments in subsidiary undertakings” on its statutory accounts based on the latest business plan and risks associated to it and an impairment of €47 million was recorded. The impairment in the statutory accounts for Stallergenes Greer plc has no impact on the Group consolidated accounts, its 2018 operating result, EBITDA or Equity¹.

WEBCAST AND CONFERENCE CALL INFORMATION
Stallergenes Greer will host an Investors and Analysts meeting today, 21 March 2019. The event will be available via live webcast at 10:30 am GMT / 11:30 am CET / 5:30 am EST. The webcast will be available via the following link: https://edge.media-server.com/m6/p/vtdehysm and on the company’s website, https://stallergenesgreer.com/financial-calendar-events.

Participants UK / International : +44 (0) 2071 928000
Participants France: 0805103028
Participants United States: 18669661396
Conference ID: 9197292

Participants are asked to connect at least 15 minutes prior to the conference to register, download and install any necessary audio software.

FINANCIAL CALENDAR

17 April 2019: First 2019 Quarter Sales Publication

13 June 2019: Annual General Meeting
29 August 2019: H1 2019 Results

ABOUT STALLERGENES GREER PLC
Headquartered in London (UK), Stallergenes Greer plc is a global healthcare company specializing in the diagnosis and treatment of allergies through the development and commercialization of allergy immunotherapy products and services. Stallergenes Greer plc is the parent company of Greer Laboratories, Inc. (whose registered office is in the United States) and Stallergenes SAS (whose registered office is in France).

TRADING INFORMATION
Name: Stallergenes Greer
ISIN: GB00BZ21RF93 1 - Ticker: STAGR
ICB Classification: 4577
LEI: 213800CYVZA7GJQEME86
Market: Euronext Paris regulated market

Additional information is available at https://www.stallergenesgreer.com.

This document (including information incorporated by reference in this document), oral statements made and other information published by the Company contain statements that are or may be forward-looking with respect to the financial condition and/or results of operations and businesses of the Company. These statements can be identified by the use of forward-looking terminology such as "believe," "expects," "project," "estimated," "forecast," "should," "plan," "may" or the negative of any of these, or other variations thereof, or comparable terminology indicating expectations or beliefs concerning future events. These forward-looking statements include risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. Without being exhaustive, such factors include economic situations and business conditions, including legal and product evaluation issues, fluctuations in currencies and demand, and changes in competitive factors. These and other factors are more fully described in the Company's 2018 annual report published on 21 March 2019 on the Company's website www.stallergenesgreer.com. Actual results may differ from those set forth in the forward-looking statements, due to various factors. Save as required by applicable law, neither the Company nor any other person assumes any obligation to update these forward-looking statements or to notify any person of any such update.

TABLE OF CONTENTS

Consolidated income statement as of 31 December 2018

Consolidated balance sheet as of 31 December 2018

Consolidated cash flow statement as of 31 December 2018

Reconciliation of net income to EBITDA and adjusted EBITDA

The financial information set out above does not constitute the Group’s financial statements for the period-ended 31 December 2018 but are derived from those statements. The annual report for 2018 will be made public on 21 March 2019 and delivered to the UK Companies House on or before 30 June 2019. The auditor has reported on those statements. Their report was unqualified, did not draw attention to any matters by way of emphasis and did not contain statements under Section 498 (2) or (3) Companies Act 2006 or equivalent preceding legislation. While the financial information included in this preliminary announcement has been computed in accordance with International Financial Reporting Standards (IFRS), this announcement itself does not contain sufficient information to comply with IFRS.

The Group published full financial statements that comply with IFRS that are available on its website at https://stallergenesgreer.com/annual-report .

The financial statements were approved by the Board of Directors on 20 March 2019.

Consolidated income statement as of 31 December 2018
€ thousands	31/12/2018	31/12/2017
Net sales¹	276,954	260,195
Other revenues	99	36

Total revenues	277,053	260,231

Cost of goods sold		(94,458)
	(97,917)
Gross margin	179,136	165,773

Distribution costs	(10,806)	(11,413)
Selling and marketing expenses	(47,738)	(60,624)
Administrative expenses	(57,378)	(57,588)
Other general expenses	(4,768)	(2,281)
Selling, general and administrative expenses	(120,690)	(131,906)

Research and Development expenses (R&D)	(38,429)	(45,630)
R&D related income	865	6,412
Net R&D expenses	(37,564)	(39,218)

Operating profit / (loss) (EBIT) before transformation costs	20,882	(5,351)

Transformation costs	(3,322)	–

Operating profit / (loss) (EBIT)	17,560	(5,351)

Financial income	109	20
Financial expenses	(1,000)	(1,817)
Net financial expense	(891)	(1,797)

Profit / (loss) before tax and associates	16,669	(7,148)

Income tax	(3,910)	(2,145)
Share of loss from associated companies	–	(578)

Profit / (loss) for the period attributable to:
Owners of the parent	12,759	(9,871)
Non-controlling interest	–	–
Group share of net profit / (loss)	12,759	(9,871)

1. The 2017 net sales figure includes a €5,112k unused reversal of the recall provision against sales.

Consolidated balance sheet as of 31 December 2018
€ thousands	31/12/2018	31/12/2017
Goodwill	202,723	195,187
Other intangible assets	65,093	70,913
Property, plant and equipment	76,148	69,138
Non-current financial assets	2,736	3,957
Deferred tax assets	27,276	26,754
Other non-current assets	237	237
Non-current assets	374,213	366,186

Inventories	58,453	56,793
Trade receivables	33,025	33,199
Current financial assets	772	684
Other current assets	9,192	9,231
Current income tax receivable	2,997	611
Research tax credit and subsidies receivable	21,704	22,708
Cash and cash equivalents	73,946	50,849
Current assets	200,089	174,075
Total assets	574,302	540,261

Share capital	19,788	19,788
Share premium	539	539
Merger and contribution premium	342,149	342,149
Revaluation reserve	(348)	(236)
Retained earnings	109,067	85,086
Group shareholders’ equity	471,195	447,326
Non-controlling interests	–	–
Total shareholders’ equity	471,195	447,326

Provision for employee retirement obligations and related benefits	3,708	3,442
Non-current provisions	860	514
Non-current financial liabilities	6,318	6,318
Deferred tax liabilities	3,815	6,283
Non-current liabilities	14,701	16,557

Trade payables	21,680	19,793
Current provisions	1,264	2,115
Current financial liabilities	12,437	12,204
Income tax payable	2,566	1,313
Other current liabilities	50,459	40,953
Current liabilities	88,406	76,378
Total equity and liabilities	574,302	540,261

Consolidated cash flow statement as of 31 December 2018
€ thousands	31/12/2018	31/12/2017
Cash flow from operating activities

Group share of net profit / (loss)	12,759	(9,871)
Share of loss from associated companies	–	578
Income tax	3,910	2,145
Net financial expense	891	1,798

Amortisation and depreciation charges	21,529	23,404
Change in provisions	(195)	(1,904)
Share-based compensation	2,363	2,429
Capital losses from disposal of assets	1,156	4,466
Financial losses excluding interests	(73)	(35)

Operating cash flow before changes in working capital	42,340	23,010

Current income tax paid	(5,722)	(3,768)
Change in subsidies and R&D tax credit receivables	(1,614)	(7,240)
Change in working capital of operating activities	6,731	(16,231)
Change in deferred income	(55)	11

Net cash flow from operating activities	41,680	(4,218)

Cash flow from investing activities

Purchase of non-current assets	(24,863)	(12,643)
Acquisition of investments in consolidated undertakings, net of cash acquired	(123)	(1,403)
Proceeds from sale of non-current assets	5,652	5,269
Change in working capital of investment activities	816	(1,400)

Net cash flow from investing activities	(18,518)	(10,177)

Free cash flow after investing activities	23,162	(14,395)

Cash flow from financing activities

Proceeds from issuance of ordinary shares	–	–
Treasury shares transactions	169	(72)
Net financial interest paid	(822)	(1,407)
Use/(repayment) of bank overdrafts	(4)	(227)
Repayment of borrowings	(5,522)	(15,054)
Proceeds from borrowings	5,502	12,095

Net cash flow from financing activities	(677)	(4,665)

Change in cash and cash equivalents	22,485	(19,060)

+ cash and cash equivalents – opening balance	50,849	71,262
+/- effect of translation adjustment on foreign currency denominated cash	612	(1,353)
= cash and cash equivalents – closing balance	73,946	50,849

Reconciliation of net income to EBITDA and adjusted EBITDA
€ thousands	2018	2017
Group share of net loss	12,759	(9,871)

Add back:
Tax expense	3,910	2,145
Net financial expense	891	1,798
Amortisation and depreciation	21,529	23,404
Capital losses and impairments	1,156	4,466
EBITDA	40,245	21,942

Transformation costs, not already considered in amortization, depreciation and capital losses	687	–
Share-based compensation	2,363	2,429
Adjusted EBITDA	43,295	24,371

To supplement our financial information presented in accordance with IFRS we use the following financial measures to clarify and enhance an understanding of the company’s performance: EBITDA and adjusted EBITDA. We believe that the presentation of these financial measures enhances an investor’s understanding of our financial performance. We further believe that these financial measures are useful financial metrics to assess our operating performance from period-to-period by excluding certain items that we believe are not representative of our core business. We define our core business as those operations relating to the Group’s ongoing performance. We use these financial measures for business planning purposes and in measuring our performance relative to that of our competitors. We utilise both EBITDA and adjusted EBITDA as primary measures of performance.

EBITDA consists of net income before interest, taxes, depreciation and amortisation. Adjusted EBITDA consists of EBITDA adjusted for (i) certain non-cash items included within net income, specifically share-based compensation, (ii) items the Group does not believe are indicative of ongoing operating performance, specifically transformation and significant transaction costs. We believe that making such adjustments provides investors meaningful information to understand our operating results and ability to analyse financial and business trends on a period-to-period basis.

¹ For more details please refer to the Group Financial Review and Stallergenes Greer plc. Financial statements

2019-03-07 - Stallergenes Greer to report full year financial results on 21 march 2019

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Stallergenes Greer to report full year financial results on 21 march 2019

London (UK), March 7, 2019 – Stallergenes Greer, a biopharmaceutical company specializing in treatments for respiratory allergies, today announced it will report financial results for the full fiscal year ended 31 December 2018 on 21 March 2019, before market hours. The Company’s management will host a live conference call and audio webcast at 10:30 am London / 11:30 am Paris / 6:30 am Boston that same day to discuss the FY 2018 results.

Members of the financial community may access the conference call through the dial-in information provided on the company’s website, at https://stallergenesgreer.com/financial-calendar-events. The live audio webcast will be accessible to the general public via the following link: https://edge.media-server.com/m6/p/vtdehysm. Participants are asked to connect at least 15 minutes prior to the conference call to register, download and install any necessary audio software. The webcast and conference call will be archived for one year.

ABOUT STALLERGENES GREER PLC

Headquartered in London (UK), Stallergenes Greer plc is a global healthcare company specialising in the diagnosis and treatment of allergies through the development and commercialisation of allergy immunotherapy products and services. Stallergenes Greer plc is the parent company of GREER Laboratories, Inc. (whose registered office is in the United States) and Stallergenes SAS (whose registered office is in France).

TRADING INFORMATION

Name: Stallergenes Greer

ISIN: GB00BZ21RF93 1 - Ticker: STAGR

ICB Classification: 4577

LEI: 213800CYVZA7GJQEME86

Market: Euronext Paris regulated market

Additional information is available at https://www.stallergenesgreer.com.

This document (including information incorporated by reference in this document), oral statements made and other information published by the Company contain statements that are or may be forward-looking with respect to the financial condition and/or results of operations and businesses of the Company. These statements can be identified by the use of forward-looking terminology such as "believe," "expects," "project," "estimated," "forecast," "should," "plan," "may," "will," or the negative of any of these, or other variations thereof, or comparable terminology indicating expectations or beliefs concerning future events. These forward-looking statements include risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. Without being exhaustive, such factors include economic situations and business conditions, including legal and product evaluation issues, fluctuations in currencies and demand, and changes in competitive factors. These and other factors are more fully described in the Company's 2018 annual report published on 21 March 2019 on the Company's website www.stallergenesgreer.com. Actual results may differ materially from those set forth in the forward-looking statements, due to these and other various factors. Save as required by applicable law, neither the Company nor any other person assumes any obligation to update these forward-looking statements or to notify any person of any such update.

2019-02-13 - Stallergenes Greer Delivers 2018 Sales in Line with Outlook

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Stallergenes Greer Delivers 2018 Sales in Line with Outlook

LONDON--(BUSINESS WIRE)-- Regulatory News:

Stallergenes Greer (Paris:STAGR), a biopharmaceutical company specialising in treatments for respiratory allergies, today published its full-year unaudited net sales for the twelve-month period ended 31 December 2018.

Michele Antonelli, Chief Executive Officer of Stallergenes Greer, commented:

“Stallergenes Greer’s growth continued in 2018, with net sales up 6%. The Company’s commercial performance reflects the work accomplished to better serve our patients across all markets and all geographies, providing a broad portfolio of high-quality products to address their needs.”

FY18 unaudited net sales increased 6% as a result of continued growth across main products and regions, in line with objectives


Unaudited for FY-18 In € million	Reported Currency					Constant Currency
Unaudited for FY-18 In € million	FY-17 (12m) (€m) % Sales		FY-18 (12m) (€m) % Sales		Var %	FY-18 (12m) (€m) % Sales		Var %

Southern Europe	119.0	46%	136.5	49%	15%	136.4	48%	15%
Northern & Central Europe	33.7	13%	33.5	12%	0%	33.8	12%	0%
International markets	19.6	8%	15.7	6%	-20%	16.5	6%	-16%
United States	87.9	33%	91.3	33%	4%	95.5	34%	9%
Net sales	260.2	100%	277.0	100%	6%	282.2	100%	8%

Sublingual products	156.7	60%	172.9	63%	10%
Subcutaneous products	70.4	27%	70.1	25%	0%
Veterinary	10.2	4%	9.4	3%	-8%
Other products	22.9	9%	24.6	9%	7%
Net sales	260.2	100%	277.0	100%	6%

Net sales by region: Positive performance in Southern Europe (+15%) and in the United States (+4%, +9% at constant currency)

Europe & International: Stallergenes Greer sales growth was primarily driven by a strong performance in France, related largely to an increase in the number of Staloral patients experienced during the year. The company also increased its sales in Spain, Italy, Czech Republic, Slovakia. In Germany, Stallergenes Greer continued to gain market share in the birch tree segment with Staloral. Sales in international markets were impacted by a temporary shortage of injectable products at the Antony facility combined with a transition in a new distribution strategy in Australia.

United States: In the United States, Stallergenes Greer continued to strengthen its leadership position of the bulk allergen market and capitalised on market opportunities across the portfolio, delivering €91.3 million in net sales.

Net sales by category: Continued growth in the sublingual segment (+10%)

Staloral was Stallergenes Greer’s main growth driver in 2018 across all its major markets. In addition, the Company regained share with Oralair in the grass tablet segment in some of its key markets.

Sublingual products: In 2018, sublingual product sales increased by 10%, reaching €172.9 million, primarily driven by Staloral as a result of market share gains in priority markets, such as France, and the Company’s strength in the paediatric segment. This performance was delivered despite an increasingly competitive environment. In parallel, in the tablet segment, the decline of the grass tablet market in the United States has impacted Oralair’s performance in this country.

Subcutaneous products: In the subcutaneous product category, the company reported 2018 net sales of €70.1 million, in line with 2017 net sales, despite a temporary shortage of injectable products in the Europe and International region as the Company pursued investments in major renovations and upgrades at its Antony facility.

Veterinary products: 2018 veterinary net sales declined 8% to €9.4 million compared to 2017, due to increased competition in this segment, combined with an unfavourable foreign exchange rate.

Other products: Net sales in the Other product line, which includes diagnostics and devices, grew 7% year-over-year to €24.6 million in 2018 as a result of new market opportunities in the United States.

2018 FULL YEAR OUTLOOK

On August 30, 2018 the Company confirmed its full year outlook for 2018 for net sales to be in the range of €270 million to €280 million and EBITDA to be in the range of €40 million to €50 million.

While net sales are at the high end of the range provided in the outlook, EBITDA is expected to come in near the low end of the range, mostly due to an adjustment of the research tax credit in France for fiscal years 2014 – 2017 and non-recurring charges related to the change in leadership effective from January 2019 together with cost associated with streamlining of the Company’s operations.

OTHER INFORMATION

The Company pursues the improvement of its manufacturing facilities and is working to meet the requirements stated by the French National Agency for Medicines and Health Products Safety (ANSM) in its injunction dated 4 January 2018, in particular with respect to its injectable products. The Company continues to closely collaborate with the ANSM until a final decision is made.

FINANCIAL CALENDAR
21 March 2019: 2018 full year results | 2018 annual report publication

ABOUT STALLERGENES GREER PLC

Headquartered in London (UK), Stallergenes Greer plc is a global healthcare company specialising in the diagnosis and treatment of allergies through the development and commercialisation of allergy immunotherapy products and services. Stallergenes Greer plc is the parent company of GREER Laboratories, Inc. (whose registered office is in the USA) and Stallergenes SAS (whose registered office is in France).

TRADING INFORMATION
Name: Stallergenes Greer
ISIN: GB00BZ21RF93 1 - Ticker: STAGR
ICB Classification: 4577
LEI: 213800CYVZA7GJQEME86
Market: Euronext Paris regulated market

Additional information is available at http://www.stallergenesgreer.com.

The financial information set out above does not constitute the Group’s financial statements for the period ended 31 December 2017 (audited) and 2018 (unaudited). The audit process remains ongoing for the period ended 31 December 2018. While the financial information included in this preliminary announcement has been computed in accordance with International Financial Reporting Standards (IFRS), this announcement itself does not contain sufficient information to comply with IFRS.

This document (including information incorporated by reference in this document), oral statements made and other information published by the Company contain statements that are or may be forward-looking with respect to the financial condition and/or results of operations and businesses of the Company. These statements can be identified by the use of forward-looking terminology such as "believe," "expects," "project," "estimated," "forecast," "should," "plan," "may," "will," or the negative of any of these, or other variations thereof, or comparable terminology indicating expectations or beliefs concerning future events. These forward-looking statements include risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. Without being exhaustive, such factors include economic situations and business conditions, including legal and product evaluation issues, fluctuations in currencies and demand, and changes in competitive factors. These and other factors are more fully described in the Company's 2017 annual report published on 16 April 2018 on the Company's website www.stallergenesgreer.com. Actual results may differ materially from those set forth in the forward-looking statements, due to these and other various factors. Save as required by applicable law, neither the Company nor any other person assumes any obligation to update these forward-looking statements or to notify any person of any such update.