Exchange Offer 2022

Exchange Offer in relation to the introduction of a dual share class structure in H. Lundbeck A/S is concluded.

The Lundbeck Foundation's offer to eligible shareholders in H. Lundbeck A/S ("Lundbeck") to exchange A-shares with the Lundbeck Foundation's B-shares on a one-for-one basis (“the Exchange Offer”) in connection with the introduction of a new share class structure for Lundbeck has been completed. The exchange is made by the Lundbeck Foundation’s fully owned subsidiary Lundbeckfond Invest A/S.

The Exchange Offer was made on 10 June 2022 in connection with Lundbeck's A- and B-shares being admitted to trading on Nasdaq Copenhagen. The new A- and B-share class structure was adopted at an extraordinary general meeting on 8 June 2022 to increase Lundbeck's financial capacity while maintaining the long-term stability provided by the Lundbeck Foundation's majority ownership.

The Exchange Offer expired on 8 July 2022 at 11.59 pm CEST. Following the completion of the Exchange Offer, the Foundation now holds approximately 80 % of the A-shares and approximately 66 % of the B-shares. The total share capital held by the Lundbeck Foundation is approximately 69 % and the total voting rights held by the Foundation is approximately 76 %. The increased holding of A-shares will in practice not increase the Foundation's influence, as the Lundbeck Foundation already held more than two-thirds of the votes and shares prior to the adoption of the A-and B-share class structure.

None of the securities referred to herein have been or will be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state or other jurisdiction in the United States, and may not be offered, pledged, sold, delivered or otherwise transferred, directly or indirectly, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with applicable other securities laws. There will not be any public offering of any of the securities in the United States.