Ipsen S.A. (ENXTPA:IPN) entered into a definitive share purchase agreement to acquire ImCheck Therapeutics SAS from Kurma Partners SA, Gimv NV (ENXTBR:GIMB) and others for ?1.4 billion on October 22, 2025. Under the terms of the agreement, through a wholly owned affiliate of Ipsen SAS, shareholders of ImCheck Therapeutics will receive a ?350 million payment on a cash-free and debt-free basis at closing of the transaction, and deferred payments contingent upon the achievement of specified regulatory approvals and sales-based milestones, for a total potential consideration up to ?1 billion. As a result of this transaction, Gimv will receive an upfront cash payment that represents a realized money multiple of 2.6x on our total investment and a positive impact of approximately ?0.4 per share compared to the unaudited NAV communicated in the trading update at the beginning of September. Should all regulatory and sales-based milestones be achieved, this could result in a potential total money multiple of 7.1x, subject to the successful completion of these milestones.

The transaction is expected to close by the end of first quarter of 2026, subject to fulfilment of customary closing conditions including the expiration or termination of any required regulatory and governmental approvals under French and U.S. regulations.

Marc Castagnède, Olivier Picquerey, Laëtitia Bénard, Charles Tuffreau, Luc Lamblin, Laurie-Anne Ancenys and Charles del Valle of Allen & Overy France acted as legal advisor for Ipsen S.A. Centerview Partners acted as financial advisor for ImCheck Therapeutics SAS. Graham Defries and Kenny Walker-Durrant of Goodwin Procter Llp acted as legal advisor for ImCheck Therapeutics SAS. Dentons Europe, Association d'Avocats à Responsabilité Professionnelle Individuelle acted as legal advisor for ImCheck Therapeutics SAS. Allen & Overy LLP acted as legal advisor for Ipsen S.A.

Ipsen S.A. (ENXTPA:IPN) completed the acquisition of ImCheck Therapeutics SAS from Kurma Partners SA, Gimv NV (ENXTBR:GIMB) and others on December 15, 2025.