During an Extraordinary General Meeting, Novartis shareholders approved the proposed 100 % spin-off of Sandoz, Novartis’s generics and biosimilars business. This decision aligns with the August 2022 announcement that Novartis planned to create an independent company through a 100 % spin-off of Sandoz. Novartis believes this spin-off is in the best interests of shareholders, establishing a European champion and global leader in generics and biosimilars while enabling a more focused Novartis. The spin-off is expected to occure around October 4, 2023.

The spin-off will be implemented by distributing Sandoz shares as a dividend-in-kind to Novartis shareholders and Sandoz American Depositary Receipts (ADRs) to Novartis ADR holders. Specifically, Novartis shareholders and Novartis ADR holders will receive one Sandoz Share for every five Novartis Shares and one Sandoz ADR for every five Novartis ADRs. To achieve a tax-neutral nature of the spin-off for Swiss withholding tax and income tax purposes for Swiss domiciled shareholders holding the shares as private assets, shareholders approved an ordinary capital reduction equivalent to the share capital of Sandoz.

• Novartis AG, Basel, Switzerland
• Sandoz AG, Basel, Switzerland
• Novartis Shareholder Information Brochure for the Sandoz Spin-off