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Rule 2.12 Announcement – Horizon Therapeutics plc

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Press release content from Business Wire. The AP news staff was not involved in its creation.
January 12, 2023 GMT

DUBLIN--(BUSINESS WIRE)--Jan 12, 2023--

In accordance with Rule 2.12 of the Irish Takeover Panel Act, 1997, Takeover Rules, 2022 (the “ Irish Takeover Rules ”), Horizon confirms that, as of the close of business on January 11, 2023, Horizon’s issued ordinary share capital is comprised of 228,768,464 ordinary shares, nominal value $0.0001 per share (the “ OrdinaryShares ”) and 40,000 deferred ordinary shares of €1.00 each. The Company has 384,366 Ordinary Shares which are held as treasury shares. The Ordinary Shares are admitted to trading on the Nasdaq Global Select Market under the ticker symbol “HZNP”. The International Securities Identification Number for these securities is IE00BQPVQZ61.

The Company confirms that as of January 11, 2023, there were outstanding options to purchase up to 4,803,451 Ordinary Shares and outstanding restricted stock units and performance stock units conferring on their holders vested or unvested rights to convert into, or receive, up to an aggregate of 1,868,932 Ordinary Shares and incremental restricted stock units to be issued of 4,393,081 Ordinary Shares.


About Horizon

Horizon Therapeutics plc is focused on the discovery, development and commercialization of medicines that address critical needs for people impacted by rare, autoimmune and severe inflammatory diseases. Our pipeline is purposeful: We apply scientific expertise and courage to bring clinically meaningful therapies to patients. We believe science and compassion must work together to transform lives. For more information on how we go to incredible lengths to impact lives, please visit


Horizon Investor Relations

Statement Required by the Irish Takeover Rules

The directors of Horizon accept responsibility for the information contained in this document. To the best of the knowledge and belief of the directors of Horizon (who have taken all reasonable care to ensure such is the case), the information contained in this document for which they respectively accept responsibility is in accordance with the facts and does not omit anything likely to affect the import of such information.

Dealing Disclosure Requirements


Under the provisions of Rule 8.3(b) of the Irish Takeover Rules, if any person is, or becomes, ‘interested’ (directly or indirectly) in 1% or more of any class of ‘relevant securities’ of Horizon (including by means of an option in respect of, or a derivative referenced to, any such ‘relevant securities’), that person must publicly disclose all ‘dealings’ in any ‘relevant securities’ of Horizon during the ‘offer period,’ by not later than 3:30 p.m. (E.T.) on the ‘business day’ following the date of the relevant transaction.

If two or more persons co-operate on the basis of any agreement either express or tacit, either oral or written, to acquire an ‘interest’ in ‘relevant securities’ of Horizon, they will be deemed to be a single person for the purpose of Rule 8.3 of the Irish Takeover Rules.


A disclosure table, giving details of the companies in whose ‘relevant securities’ and ‘dealings’ should be disclosed can be found on the Irish Takeover Panel’s website at

‘Interests’ in securities arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an ‘interest’ by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.

Terms in quotation marks are defined in the Irish Takeover Rules, which can be found on the Irish Takeover Panel’s website. If you are in any doubt as to whether or not you are required to disclose a ‘dealing’ under Rule 8, please consult the Irish Takeover Panel’s website at or contact the Irish Takeover Panel at telephone number +353 1 678 9020.

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CONTACT: Investor Relations



SOURCE: Horizon Therapeutics plc

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PUB: 01/12/2023 05:05 PM/DISC: 01/12/2023 05:05 PM