EDDING GENOR (06998) is selling all shares of Candid.

EDDING GENOR (06998) Announcement: The Company has received proceeds of $48,419,600 from the sale transaction on July 16, 2026. According to the notice from UCB S.A. (UCB) as the escrow agent/payment agent, these proceeds represent a portion of the consideration that the Company is entitled to receive for the sale of all the shares it holds in Candid Therapeutics, Inc. (Candid), and UCB has informed the Company of the proposed payment terms in this regard. The sale transaction arose from the merger agreement entered into by UCB, its consolidation subsidiaries, and Candid on May 3, 2026, under which UCB's consolidation subsidiaries will merge with and into Candid, which will continue as a going concern and become an indirect wholly-owned subsidiary of UCB (the merger). As a Candid shareholder bound by the voting agreement entered into between Candid and its shareholders, the Company is obligated to vote in favor of the merger. Upon completion of the merger, all shares of Candid held by the Company will automatically convert into the right to receive cash consideration along with all other Candid shareholders (excluding dissenting shareholders) (the sale transaction). The sale transaction involves all the shares held by the Company in Candid (i.e. 12.5 million shares of Candid common stock, representing approximately 2.29% of Candid's issued and outstanding share capital). Once the Candid board of directors and the requisite Candid shareholders approve the merger as the sale of Candid transaction, the Company has a contractual obligation to vote in favor of the merger under the voting agreement. After the merger is completed, all outstanding shares of Candid's capital stock (excluding any dissenting shares) will automatically convert into the right to receive the consideration applicable under the merger agreement under Delaware law, without the need for any further action by the Company, negotiations for the sale, or exercise of any discretion. For the avoidance of doubt, the Company is not one of the necessary shareholders required to approve the merger. On May 3, 2026, UCB announced the signing of the merger agreement, under which it will acquire Candid. Under the terms of the merger agreement, UCB will pay an initial payment, along with potential future milestone payments that may be made after certain milestones are achieved. The acquisition has been completed, and the Group has received proceeds of $48,419,600 from the sale transaction on July 16, 2026. In accordance with the voting agreement and merger agreement, the shares of Candid held by the Company will automatically convert into the right to receive cash consideration upon completion of the merger, and after the Candid board of directors and the requisite Candid shareholders approve the merger, the Company must fulfill its contractual obligation to vote in favor of the merger under the voting agreement. The Board believes that the sale transaction will allow the Company to realize the value of the equity portion of the proceeds received for licensing GB261 to external parties in August 2024. The proceeds will enhance the Group's cash position.