Zhitong Finance App News, Yiteng Jiahe (06998) announced that on July 16, 2026, the company has received 484.196 million US dollars of proceeds from the sale. According to the UCB S.A. (UCB) escrow payment agent's notice, such proceeds are part of the price the company is entitled to collect for the sale of all of its shares held in Candid Therapeutics, Inc. (Candid), and was informed of the payment terms proposed by UCB. The sale stemmed from (among others) a merger agreement (merger agreement) between UCB, its consolidated subsidiary, and Candid on May 3, 2026, according to which UCB's consolidated subsidiary would be merged and merged into CandID, while Candid would continue to be the surviving company and become an indirect wholly-owned subsidiary of UCB (merger). As a Candid shareholder bound by a voting agreement (voting agreement) between Candid and its shareholders, the Company is contractually obligated to vote in favor of the merger. After the merger is completed, all Candid shares held by the Company will be automatically converted to the right to receive cash consideration (sale matters) along with the shares held by all other Candid shareholders (excluding dissenting shareholders).
The sale involved all of the company's shares in Candid (i.e. 12.5 million Candid common shares, accounting for approximately 2.29% of Candid's total issued and issued foreign share capital).
Once Candid's board of directors and the necessary Candid shareholders approve the merger as a transaction to sell Candid, the company is contractually obligated to vote in favor of the merger in accordance with the voting agreement, and after the merger is completed, all shares issued outside of Candid's share capital (other than any objected shares) will automatically be converted to the right to receive the applicable price under the merger agreement in accordance with Delaware law without any further action, sale negotiations, or exercise of any discretion on the part of the Company. For the avoidance of doubt, the Company is not one of the shareholders required to obtain its approval to approve the merger.
On May 3, 2026, UCB announced the signing of a merger agreement under which it would acquire Candid. Under the terms of the merger agreement, UCB will make a down payment, along with future milestone payments that may be made after the specified milestones have been reached. The acquisition was completed, and the Group collected US$484.196 million from the sale on July 16, 2026.
According to the voting agreement and merger agreement, Candid shares held by the company will automatically be converted into the right to receive cash compensation after the merger is completed, and the company must vote for the merger to fulfill its contractual obligations in accordance with the voting agreement after the Candid board of directors and necessary Candid shareholders approve the merger.
The board of directors believes that the sale will enable the company to realize the value of the equity portion of the cost of licensing GB261 abroad in August 2024. The proceeds will enhance the Group's cash position.