• Sandoz shares (SDZ) to be listed and traded on SIX Swiss Exchange; ADRs to be traded on OTCQX^®, first trading day October 4, 2023
• Sandoz to be included in key Swiss market indices
• Investment grade credit rating for Sandoz confirmed: Moody’s, Baa2; S&P, BBB
• Debt financing of USD 3.75 billion (in various currencies) secured for Sandoz, supported by USD 1.25 billion revolving credit facility
• Spin-off to be completed by way of a 1:5 distribution of Sandoz shares to Novartis shareholders and Sandoz ADRs to Novartis ADR holders

Novartis confirmed plans for the 100% Spin-off of the Sandoz business, with trading of new Sandoz Group AG shares and ADRs (American Depositary Receipts) to commence on October 4, 2023.

This follows the previously announced Novartis shareholder approval for the Spin-off of Sandoz, at the EGM on September 15 2023. In addition, key regulatory approvals have been obtained, including the approval by SIX Exchange Regulation for the listing of the Sandoz shares on the SIX Swiss Exchange (subject to technical deliveries only).

The shares of Sandoz are expected to be listed and traded from October 4, 2023 on the SIX Swiss Exchange with the symbol “SDZ”. Sandoz will be included in the Swiss Performance Index (SPI^®), Swiss Leader Index (SLI^®) and other relevant Swiss indices following completion of the Spin-off, as announced by the SIX Swiss Exchange. Sandoz ADRs are envisaged to be traded on the OTCQX^®, with the symbol to be available shortly before the Spin-off date.

Key ratings agencies have confirmed Sandoz’ credit rating will be investment grade following the Spin-off, placing the company in a strong position among its peers. Moody’s Investors Service and S&P Global Ratings have rated Sandoz Baa2 and BBB, respectively.

Sandoz has secured debt financing of USD 3.75 billion (in various currencies) through a group of banks which will also support Sandoz with a revolving credit facility of USD 1.25 billion to serve as an undrawn backstop facility.

The Spin-off will be completed via distribution of a dividend-in-kind by Novartis, which is expected to occur on October 4, 2023. Each Novartis shareholder will receive one Sandoz share for every five Novartis shares and each Novartis ADR holder will receive one Sandoz ADR for every five Novartis ADRs. Novartis shareholders and ADR holders will receive a cash amount for any fractional interest. The Spin-off is expected to be tax neutral for Swiss tax and US federal income tax purposes.