AHKSY / Asahi Kasei Corporation - Depositary Receipt (Common Stock) - Depositi SEC, Relazione annuale, dichiarazione di delega

CALT / Calliditas Therapeutics AB (publ) - Depositary Receipt (Common Stock) / Asahi Kasei Corp - AMENDMENT NO. 4 TO SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 4)* UNDER THE SECURITIES EXCHANGE ACT OF 1934 CALLIDITAS THERAPEUTICS AB (Name of Issuer) Common Shares, quota value SEK 0.04 per Share and American Depositary Shares, each representing two Common Shares, quota value SEK 0.04 per Share (Title of Class of Securities) 13124Q1061 (CUSIP Number) Shinich

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Exhibit (a)(5)(T) THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO BUY OR THE SOLICITATION OF AN OFFER TO SELL ANY SHARES OR AMERICAN DEPOSITARY SHARES, WHETHER DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN WHICH, OR TO ANY PERSON TO OR FROM WHOM, SUCH OFFER OR SOLICITATION PURSUANT TO LEGISLATION AND REGULATIONS IN SUCH RELEVANT JURISDICTION WOULD BE PROHIBITED.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(l) or 13(e)(l) of the Securities Exchange Act of 1934 (Amendment No. 4) CALLIDITAS THERAPEUTICS AB (Name of Subject Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(l) or 13(e)(l) of the Securities Exchange Act of 1934 (Amendment No. 4) CALLIDITAS THERAPEUTICS AB (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION (Offeror) Common Shares (“Shares”), quota value SEK 0.04 per Share American Depositary Shares (“ADSs”), each repres

CALT / Calliditas Therapeutics AB (publ) - Depositary Receipt (Common Stock) / Asahi Kasei Corp - AMENDMENT NO. 3 TO SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 3)* UNDER THE SECURITIES EXCHANGE ACT OF 1934 CALLIDITAS THERAPEUTICS AB (Name of Issuer) Common Shares, quota value SEK 0.04 per Share and American Depositary Shares, each representing two Common Shares, quota value SEK 0.04 per Share (Title of Class of Securities) 13124Q1061 (CUSIP Number) Shinich

EX-99.(A)(5)(T)

FORM SC TO-T/A

CALT / Calliditas Therapeutics AB (publ) - Depositary Receipt (Common Stock) / Asahi Kasei Corp - AMENDMENT NO. 2 TO SCHEDULE 13D Activist Investment

SC 13D/A 1 ea0214027-13da2asahicall.htm AMENDMENT NO. 2 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 2)* UNDER THE SECURITIES EXCHANGE ACT OF 1934 CALLIDITAS THERAPEUTICS AB (Name of Issuer) Common Shares, quota value SEK 0.04 per Share and American Depositary Shares, each representing two Common Shares, quota value SEK 0.04 pe

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Exhibit (a)(5)(R) THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO BUY OR THE SOLICITATION OF AN OFFER TO SELL ANY SHARES OR AMERICAN DEPOSITARY SHARES, WHETHER DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN WHICH, OR TO ANY PERSON TO OR FROM WHOM, SUCH OFFER OR SOLICITATION PURSUANT TO LEGISLATION AND REGULATIONS IN SUCH RELEVANT JURISDICTION WOULD BE PROHIBITED.

Notice Regarding Results of Tender Offer for Shares of Calliditas Therapeutics AB and Transfer of Subsidiary

Exhibit (a)(5)(S) Asahi Kasei Corporation September 3, 2024 Security code: 3407 Notice Regarding Results of Tender Offer for Shares of Calliditas Therapeutics AB and Transfer of Subsidiary Asahi Kasei Corporation (Head office: Chiyoda-ku, Tokyo; President: Koshiro Kudo; hereinafter “Asahi Kasei”) will complete its tender offer (Tender Offer) for shares of Swedish pharmaceutical company Calliditas Therapeutics AB (Head office: Stockholm, Sweden; CEO: Renée Aguiar-Lucander; hereinafter “Calliditas”), offering SEK 208 per ordinary share and SEK 416 per American Depositary Share that was announced on May 28, 2024, and declared unconditional on September 2, 2024 (CEST), as described below.

CALT / Calliditas Therapeutics AB (publ) - Depositary Receipt (Common Stock) / Asahi Kasei Corp - AMENDMENT NO. 1 TO SCHEDULE 13D Activist Investment

SC 13D/A 1 ea0213317-13da1asahicall.htm AMENDMENT NO. 1 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 1)* UNDER THE SECURITIES EXCHANGE ACT OF 1934 CALLIDITAS THERAPEUTICS AB (Name of Issuer) Common Shares, quota value SEK 0.04 per Share and American Depositary Shares, each representing two Common Shares, quota value SEK 0.04 pe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(l) or 13(e)(l) of the Securities Exchange Act of 1934 (Amendment No. 3) CALLIDITAS THERAPETUICS ab (Name of Subject Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(l) or 13(e)(l) of the Securities Exchange Act of 1934 (Amendment No. 3) CALLIDITAS THERAPETUICS ab (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION (Offeror) Common Shares (“Shares”), quota value SEK 0.04 per Share American Depositary Shares (“ADSs”), each repres

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(l) or 13(e)(l) of the Securities Exchange Act of 1934 (Amendment No. 2) CALLIDITAS THERAPETUICS ab (Name of Subject Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(l) or 13(e)(l) of the Securities Exchange Act of 1934 (Amendment No. 2) CALLIDITAS THERAPETUICS ab (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION (Offeror) Common Shares (“Shares”), quota value SEK 0.04 per Share American Depositary Shares (“ADSs”), each repres

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Exhibit (a)(5)(Q) THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO BUY OR THE SOLICITATION OF AN OFFER TO SELL ANY SHARES OR AMERICAN DEPOSITARY SHARES, WHETHER DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN WHICH, OR TO ANY PERSON TO OR FROM WHOM, SUCH OFFER OR SOLICITATION PURSUANT TO LEGISLATION AND REGULATIONS IN SUCH RELEVANT JURISDICTION WOULD BE PROHIBITED.

Cleary Gottlieb Steen & Hamilton LLP or an affiliated entity has an office in each of the locations listed above.

AMERICAS NEW YORK SAN FRANCISCO SÃO PAULO SILICON VALLEY WASHINGTON, D.C. ASIA BEIJING HONG KONG SEOUL D: +1 212-225-2704 [email protected] EUROPE & MIDDLE EAST ABU DHABI BRUSSELS COLOGNE FRANKFURT LONDON MILAN PARIS ROME Cleary, Gottlieb, Steen & Hamilton LLP One Liberty Plaza New York, New York 10006 TEL +1 212-225-2704 Adam brenneman EMAIL: [email protected] August 6, 2024 Via EDGAR Corresp

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D: +1 212-225-2704 [email protected] Cleary, Gottlieb, Steen & Hamilton LLP One Liberty Plaza New York, New York 10006 TEL +1 212-225-2704 Adam brenneman EMAIL: [email protected] August 1, 2024 Via EDGAR Correspondence United States Securities and Exchange Commission Division of Corporation Finance Office of Mergers and Acquisitions Attention: Blake Grady Washington, D.C. 20549-4561 Re: Asahi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(l) or 13(e)(l) of the Securities Exchange Act of 1934 (Amendment No. 1) CALLIDITAS THERAPeUTICS ab (Name of Subject Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(l) or 13(e)(l) of the Securities Exchange Act of 1934 (Amendment No. 1) CALLIDITAS THERAPeUTICS ab (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION (Offeror) Common Shares (“Shares”), quota value SEK 0.04 per Share American Depositary Shares (“ADSs”), each repres

Notice of Offer to Purchase All Outstanding Common Shares and All Outstanding American Depositary Shares, each representing two Common Shares, CALLIDITAS THERAPEUTICS AB SEK 208 per Common Share or SEK 416 per ADS, pursuant to the Offer to Purchase,

Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Offer Securities (as defined below), and the provisions herein are subject in their entirety to the provisions of the U.

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Exhibit (a)(5)(P) THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO BUY OR THE SOLICITATION OF AN OFFER TO SELL ANY SHARES OR AMERICAN DEPOSITARY SHARES, WHETHER DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN WHICH, OR TO ANY PERSON TO OR FROM WHOM, SUCH OFFER OR SOLICITATION PURSUANT TO LEGISLATION AND REGULATIONS IN SUCH RELEVANT JURISDICTION WOULD BE PROHIBITED.

U.S. OFFER TO PURCHASE FOR CASH All Outstanding Common Shares and All Outstanding American Depositary Shares, each representing two Common Shares, Calliditas Therapeutics AB SEK 208 per Common Share or SEK 416 per ADS Asahi Kasei Corporation

Exhibit (a)(1)(A) U.S. OFFER TO PURCHASE FOR CASH All Outstanding Common Shares and All Outstanding American Depositary Shares, each representing two Common Shares, of Calliditas Therapeutics AB at SEK 208 per Common Share or SEK 416 per ADS by Asahi Kasei Corporation THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 6:00 P.M., EASTERN TIME, ON AUGUST 30, 2024, UNLESS THE U.S. OFFER IS EXTENDED

U.S. OFFER TO PURCHASE FOR CASH All Outstanding Common Shares and All Outstanding American Depositary Shares, each representing two Common Shares, Calliditas Therapeutics AB SEK 208 per Common Share or SEK 416 per ADS Asahi Kasei Corporation

Exhibit (a)(1)(D) U.S. OFFER TO PURCHASE FOR CASH All Outstanding Common Shares and All Outstanding American Depositary Shares, each representing two Common Shares, of Calliditas Therapeutics AB at SEK 208 per Common Share or SEK 416 per ADS by Asahi Kasei Corporation THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 6:00 P.M., EASTERN TIME, ON AUGUST 30, 2024 (THE “EXPIRATION TIME”), UNLESS THE

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Exhibit (a)(1)(C) Application form regarding the public offer from Asahi Kasei to shareholders in Calliditas Therapeutics AB (publ) Acceptance period: 18 July—30 August 2024 The notification must be received by SEB Issues (“SEB”) no later than on 30 August 2024.

Asahi Kasei Commences Tender Offer for Shares of Calliditas Therapeutics AB

Exhibit (a)(5)(O) Asahi Kasei Corp. July 18, 2024 Asahi Kasei Commences Tender Offer for Shares of Calliditas Therapeutics AB As published in a previous press release, “Asahi Kasei to Acquire Calliditas Therapeutics AB,” issued on May 28, 2024, Asahi Kasei Corp. (Head office: Chiyoda-ku, Tokyo; President: Koshiro Kudo) announces that on July 18, 2024 (CEST) it commenced a tender offer (Tender Offe

ADS LETTER OF TRANSMITTAL To Tender All Outstanding American Depositary Shares, each representing two Common Shares, Calliditas Therapeutics AB SEK 416 per ADS Pursuant to the Offer to Purchase dated July 18, 2024 Asahi Kasei Corporation THE U.S. OFF

Exhibit (a)(1)(B) THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.

EXECUTION VERSION—April 11, 2024 CONFIDENTIAL DISCLOSURE AGREEMENT

Exhibit (d)(1) EXECUTION VERSION—April 11, 2024 CONFIDENTIAL DISCLOSURE AGREEMENT This mutual CONFIDENTIAL DISCLOSURE AGREEMENT (“CDA’’) is entered into as of April 11, 2024 (the “Effective Date”), between: CALLIDITAS THERAPEUTICS, AB, a Swedish corporation with its registered office and mailing address at PO Box 70351, SE-107 24 Stockholm, Sweden and its principal office and address for courier delivery at Kungsbron 1, D5, SE 11122 Stockholm, Sweden (“CALLIDITAS”), and VELOXIS PHARMACEUTICALS, INC.

CALCULATION OF FILING FEE TABLE Table 1—Transaction Valuation

Exhibit 107 CALCULATION OF FILING FEE TABLE Table 1—Transaction Valuation Transaction Valuation* Fee Rate Amount of Filing Fee** Fees To Be Paid 1,060,428,020 0.

U.S. OFFER TO PURCHASE FOR CASH All Outstanding Common Shares and All Outstanding American Depositary Shares, each representing two Common Shares, Calliditas Therapeutics AB SEK 208 per Common Share or SEK 416 per ADS Asahi Kasei Corporation

Exhibit (a)(1)(E) U.S. OFFER TO PURCHASE FOR CASH All Outstanding Common Shares and All Outstanding American Depositary Shares, each representing two Common Shares, of Calliditas Therapeutics AB at SEK 208 per Common Share or SEK 416 per ADS by Asahi Kasei Corporation THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 6:00 P.M., EASTERN TIME, ON AUGUST 30, 2024 (THE “EXPIRATION TIME”), UNLESS THE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CALLIDITAS THERAPeUTICS ab (Name of Subject Company (Issuer)) ASAHI K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CALLIDITAS THERAPeUTICS ab (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION (Offeror) Common Shares (“Shares”), quota value SEK 0.04 per Share American Depositary Shares (“ADSs”), each representing two Common

CALT / Calliditas Therapeutics AB (publ) - Depositary Receipt (Common Stock) / Asahi Kasei Corp - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. )* UNDER THE SECURITIES EXCHANGE ACT OF 1934 CALLIDITAS THERAPEUTICS AB (Name of Issuer) Common Shares, quota value SEK 0.04 per Share and American Depositary Shares, each representing two Common Shares, quota value SEK 0.04 per Share (Title of Class of Securities) 13124Q1061 (CUSIP Number) Shinichi

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EX-99.3 4 ea020720501ex99-3asahi.htm IRREVOCABLE UNDERTAKING, DATED MAY 27, 2024 BY AND AMONG AKC AND LINC AB (PUBL) Exhibit 3 Strictly confidential Irrevocable undertaking This irrevocable undertaking (the “Undertaking”) is dated 25 May 2024 and made between: (A) Asahi Kasei Corporation (the “Bidder”); and (B) Linc AB (publ), company registration number 556232-0811 (the “Shareholder”). The Bidder

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EX-99.9 10 ea020720501ex99-9asahi.htm IRREVOCABLE UNDERTAKING, DATED MAY 27, 2024 BY AND AMONG AKC AND HANDELSBANKEN HALSOVARD TEMA Exhibit 9 Strictly confidential Irrevocable undertaking This irrevocable undertaking (the “Undertaking”) is dated 25 May 2024 and made between: (A) Asahi Kasei Corporation (the “Bidder”); and (B) Handelsbanken Hälsovård Tema managed by Handelsbanken Fonder AB (registr

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EX-99.2 3 ea020720501ex99-2asahi.htm IRREVOCABLE UNDERTAKING, DATED MAY 27, 2024 BY AND AMONG AKC AND BVF PARTNERS Exhibit 2 Strictly confidential Irrevocable undertaking This irrevocable undertaking (the “Undertaking”) is dated 25 May 2024 and made between: (A) Asahi Kasei Corporation (the “Bidder”); and (B) Biotechnology Value Fund, L.P. (the “Shareholder”). The Bidder and the Shareholder are ea

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EX-99.5 6 ea020720501ex99-5asahi.htm IRREVOCABLE UNDERTAKING, DATED MAY 27, 2024 BY AND AMONG AKC AND POLAR CAPITAL BIOTECHNOLOGY FUND Exhibit 5 Strictly confidential Irrevocable undertaking This irrevocable undertaking (the “Undertaking”) is dated 26 May 2024 and made between: (A) Asahi Kasei Corporation (the “Bidder”); and (B) Polar Capital Funds Plc – Biotechnology Fund (the “Shareholder”). The

POWER OF ATTORNEY

EX-99.1 2 ea020720501ex99-1asahi.htm POWER OF ATTORNEY, DATED MAY 28, 2024 Exhibit 1 POWER OF ATTORNEY The person whose signature appears below, being an authorized representative of the entity beside his name, hereby makes, constitutes and appoints Shinichiro Haga as the true and lawful attorney-in-fact for the entity beside his name, for the purpose of, from time to time, executing in the respec

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EX-99.7 8 ea020720501ex99-7asahi.htm IRREVOCABLE UNDERTAKING, DATED MAY 27, 2024 BY AND AMONG AKC AND FJARDE AP-FONDEN Exhibit 7 Strictly confidential Irrevocable undertaking This irrevocable undertaking (the “Undertaking”) is dated 28 May 2024 and made between: (A) Asahi Kasei Corporation (the “Bidder”); and (B) Fjärde AP-fonden (the “Shareholder”). The Bidder and the Shareholder are each referre

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EX-99.6 7 ea020720501ex99-6asahi.htm IRREVOCABLE UNDERTAKING, DATED MAY 27, 2024 BY AND AMONG AKC AND SOFINNOVA CROSSOVER I SLP Exhibit 6 Strictly confidential Irrevocable undertaking This irrevocable undertaking (the “Undertaking”) is dated 27 May 2024 and made between: (A) Asahi Kasei Corporation (the “Bidder”); and (B) Sofinnova Crossover I SLP, registered with the Paris trade and companies reg

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EX-99.4 5 ea020720501ex99-4asahi.htm IRREVOCABLE UNDERTAKING, DATED MAY 27, 2024 BY AND AMONG AKC AND STIFELSEN INDUSTRIFONDEN Exhibit 4 Strictly confidential Irrevocable undertaking This irrevocable undertaking (the “Undertaking”) is dated 27 May 2024 and made between: (A) Asahi Kasei Corporation (the “Bidder”); and (B) Stiftelsen Industrifonden, foundation registration number 802009-0083 (the “S

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EX-99.10 11 ea020720501ex99-10asahi.htm IRREVOCABLE UNDERTAKING, DATED MAY 27, 2024 BY AND AMONG AKC AND MIKAEL BENDER Exhibit 10 Strictly confidential Irrevocable undertaking This irrevocable undertaking (the “Undertaking”) is dated 28 May 2024 and made between: (A) Asahi Kasei Corporation (the “Bidder”); and (B) Mikael Bender, 19560201-0158 (the “Shareholder”). The Bidder and the Shareholder are

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EX-99.8 9 ea020720501ex99-8asahi.htm IRREVOCABLE UNDERTAKING, DATED MAY 27, 2024 BY AND AMONG AKC AND UNIONEN Exhibit 8 Strictly confidential Irrevocable undertaking This irrevocable undertaking (the “Undertaking”) is dated 27 May 2024 and made between: (A) Asahi Kasei Corporation (the “Bidder”); and (B) Unionen, 802001-5759 (the “Shareholder”). The Bidder and the Shareholder are each referred to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. ___ )* CALLIDITAS THERAPeUTICS ab (Name of Subject Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. )* CALLIDITAS THERAPeUTICS ab (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION (Names of Filing Persons (Offeror)) Common Shares, quota value SEK 0.04 per Share and American Depositary Shares (“

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Exhibit 99.2 Accelerating Growth as a Global Healthcare Company Acquisition of Calliditas Therapeutics AB Transcript, Asahi Kasei — Analyst Conference 28th May 2024 6:30 — 7:30pm Tomoo Otsubo — Investor Relation Officer Thank you very much for coming to this business briefing regarding acquisition of Calliditas Therapeutics AB hosted by Asahi Kasei. I am Otsubo from IR office. I’ll be serving as a

EX-99.1

Exhibit 99.1

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Exhibit 99.1 THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO BUY OR THE SOLICITATION OF AN OFFER TO SELL ANY SHARES OR AMERICAN DEPOSITARY SHARES, WHETHER DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN WHICH, OR TO ANY PERSON TO OR FROM WHOM, SUCH OFFER OR SOLICITATION PURSUANT TO LEGISLATION AND REG

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. ___ )* CALLIDITAS THERAPeUTICS ab (Name of Subject Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. )* CALLIDITAS THERAPeUTICS ab (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION (Names of Filing Persons (Offeror)) Common Shares, quota value SEK 0.04 per Share and American Depositary Shares (“

Asahi Kasei to Acquire Calliditas Therapeutics AB to Accelerate Growth as a Global Healthcare Company

Exhibit 99.2 Asahi Kasei Corp. May 28, 2024 Security code: 3407 Asahi Kasei to Acquire Calliditas Therapeutics AB to Accelerate Growth as a Global Healthcare Company Asahi Kasei Corp. (Head office: Chiyoda-ku, Tokyo; President: Koshiro Kudo; hereinafter “Asahi Kasei”) today announces that Asahi Kasei will offer the shareholders of Calliditas Therapeutics AB (Head office: Stockholm, Sweden.; CEO: R

JPMorgan Chase Bank, N.A. American Depositary Receipt American Depositary Shares Representing Shares of Common Stock of Asahi Kasei Corporation (Incorporated under the laws of Japan)

SUBSCRIPTION RIGHTS: Under current Japanese practice offerings of rights to subscribe to additional underlying securities are sometimes made, and in varying amounts, with a subscription price sometimes below the current market price of the security.

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, Suite 2405 New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 October 15, 2019

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, Suite 2405 New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 October 15, 2019 JPMorgan Chase Bank, N.

Certification under Rule 466

EX-99.(E) 4 e618782ex99-e.htm Certification under Rule 466 The depositary, JPMorgan Chase Bank, N.A., represents and certifies the following: (1) That it previously had filed a registration statement on Form F-6 (Softbank Mobile Service Corp., 333-229175) that the Commission declared effective, with terms of deposit identical to the terms of deposit of this registration statement. (2) That its abi

DMLRY / Daimler AG F-6EF - -

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 For American Depositary Shares Evidenced by American Depositary Receipts Asahi Kasei Corporation (Exact name of Issuer of deposited securities as specified in its charter) Japan (Jurisdiction of Incorporation or organization of Issuer) JPMorgan Chase Bank, N.A. (Exact name of

FSGCF / First Gen Corp F-6EF - - FORM F-6EF

F-6EF 1 t1401958x4f-6ef.htm FORM F-6EF As filed with the Securities and Exchange Commission on October 15, 2014 Registration No. []-[] SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FOR DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS Asahi Kasei Corporation (Exact name of issuer of deposited securities as speci

LETTERHEAD OF THOMPSON HINE LLP

Exhibit (d) LETTERHEAD OF THOMPSON HINE LLP October 15, 2014 ConvergEx Depositary, Inc.

ConvergEx Depositary, Inc. American Depositary Receipt American Depositary Shares For Common Stock of Asahi Kasei Corporation (Incorporated under the laws of Japan [hereinafter the “Company”])

Exhibit (a) CUSIP # XXXXXX XX X Each American Depositary Share represents two (2) Share[s] SUBSCRIPTION RIGHTS: Under Japanese practice offerings of rights to subscribe to additional underlying securities are sometimes made, and in varying amounts, with a subscription price sometimes below the current market price of the security.

Rule 466 Certification

Exhibit (e) Rule 466 Certification The depositary, ConvergEx Depositary, Inc., represents and certifies the following: 1. That it previously had filed a registration statement on Form F-6 (Registration No. 333 – 197668), which the U.S. Securities and Exchange Commission declared effective, with terms of deposit identical to the terms of deposit of this Form F-6 Registration Statement except for th

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SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 For American Depositary Shares Evidenced by American Depositary Receipts Asahi Kasei Corporation (Exact name of Issuer of deposited securities as specified in its charter) Japan (Jurisdiction of Incorporation or organization of Issuer) JPMorgan Chase Bank, N.A. (Exact name of

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, 44th Floor New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, 44th Floor New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 February 11, 2013 JPMorgan Chase Bank, N.

THE RELEASE OF THE SHARES OF STOCK OF THE ISSUER (AS HEREINAFTER DEFINED) UNDERLYING THE ADSs REPRESENTED BY THIS ADR MAY BE LIMITED TO A UNIT OF SUCH NUMBER OF SHARES OF STOCK AS THE ARTICLES OF INCORPORATION MAY FROM TIME TO TIME DESIGNATE AS A "UN

SUBSCRIPTION RIGHTS: Under current Japanese practice offerings of rights to subscribe to additional underlying securities are sometimes made, and in varying amounts, with a subscription price sometimes below the current market price of the security.

Certification under Rule 466

Certification under Rule 466 The depositary, JPMorgan Chase Bank, N.A., represents and certifies the following: (1) That it previously had filed a registration statement on Form F-6 (Premier Foods PLC, 333-153944) that the Commission declared effective, with terms of deposit identical to the terms of deposit of this registration statement. (2) That its ability to designate the date and time of eff

- AMENDMENT NO. 6 TO SCHEDULE TO

SC TO-T/A 1 d340976dsctota.htm AMENDMENT NO. 6 TO SCHEDULE TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 6) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ZOLL MEDICAL CORPORATION (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION ASCLEPIUS SUBSIDIARY CORPORATION (Name of Filing Person

Asahi Kasei Completes Subsequent Offering Period for ZOLL

Exhibit (a)(5)(H) NEWS RELEASE Asahi Kasei Completes Subsequent Offering Period for ZOLL Tokyo, Japan/ New York, NY, U.

Completion of the subsequent offering period to acquire ZOLL Medical Corporation

Exhibit (a)(5)(I) News Release April 26, 2012 Completion of the subsequent offering period to acquire ZOLL Medical Corporation Asahi Kasei Corp.

Outcome of the tender offer for shares of ZOLL Medical Corporation of the US

Exhibit (a)(5)(G) April 23, 2012 Outcome of the tender offer for shares of ZOLL Medical Corporation of the US Asahi Kasei Corp.

Asahi Kasei Announces Completion of Tender Offer and Commencement of a Subsequent Offering Period for ZOLL

EX-99.(A)(5)(F) 2 d338550dex99a5f.htm PRESS RELEASE Exhibit (a)(5)(F) NEWS RELEASE Asahi Kasei Announces Completion of Tender Offer and Commencement of a Subsequent Offering Period for ZOLL Tokyo, Japan/ New York, NY, U.S. – April 23/22, 2012 – Asahi Kasei Corporation (TSE1: 3407, hereinafter: Asahi Kasei), Japan’s leading diversified chemical manufacturer with businesses in the health care, chemi

- AMENDMENT NO. 5 TO SCHEDULE TO

SC TO-T/A 1 d338550dsctota.htm AMENDMENT NO. 5 TO SCHEDULE TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 5) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ZOLL MEDICAL CORPORATION (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION ASCLEPIUS SUBSIDIARY CORPORATION (Name of Filing Person

- AMENDMENT NO. 4 TO SCHEDULE TO

SC TO-T/A 1 d334698dsctota.htm AMENDMENT NO. 4 TO SCHEDULE TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 4) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ZOLL MEDICAL CORPORATION (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION ASCLEPIUS SUBSIDIARY CORPORATION (Name of Filing Person

- AMENDMENT NO.3 TO SCHEDULE TO

Amendment No.3 To Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 3) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ZOLL MEDICAL CORPORATION (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION ASCLEPIUS SUBSIDIARY CORPORATION (Name of Filing Persons (Offerors)) Common Stock, $0.0

English Language Summary of Debt Financing Agreement, dated April 9, 2012, by and among Asahi Kasei Corporation, UBS AG, Tokyo Branch, Sumitomo Mitsui Banking Corporation and certain lenders party thereto Parties The Lenders, the Borrower and the Fac

EX-99.(B)(2) 2 d331306dex99b2.htm ENGLISH LANGUAGE SUMMARY OF DEBT FINANCING AGREEMENT Exhibit (b)(2) English Language Summary of Debt Financing Agreement, dated April 9, 2012, by and among Asahi Kasei Corporation, UBS AG, Tokyo Branch, Sumitomo Mitsui Banking Corporation and certain lenders party thereto Parties The Lenders, the Borrower and the Facility Agent. Lenders UBS AG, Tokyo Branch, Sumit

- AMENDMENT NO.2 TO SCHEDULE TO

AMENDMENT NO.2 TO SCHEDULE TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ZOLL MEDICAL CORPORATION (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION ASCLEPIUS SUBSIDIARY CORPORATION (Name of Filing Persons (Offerors)) Common Stock, $0.0

ASAHI KASEI CORPORATION

EX-99.(D)(4) 2 d328419dex99d4.htm LIMITED WAIVER OF TENDER AND VOTING AGREEMENT Exhibit (d)(4) ASAHI KASEI CORPORATION 1-105 Kanda Jinbocho, Chiyoda-ku, Tokyo 101-8101, Japan Phone: +81-(0)3-3296-3018 Fax: +81-(0)3-3296-3070 URL: www.asahi-kasei.co.jp March 29, 2012 Mr. Richard A. Packer 9 Kendall Drive Westborough, MA 01581 Dear Mr. Packer: You have requested a waiver from the Tender and Voting A

- AMENDMENT NO.1 TO SCHEDULE TO

Amendment No.1 to Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ZOLL MEDICAL CORPORATION (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION ASCLEPIUS SUBSIDIARY CORPORATION (Name of Filing Persons (Offerors)) Common Stock, $0.0

Asahi Kasei Commences Tender Offer for ZOLL Medical Corporation

EX-99.(A)(5)(E) 8 d319057dex99a5e.htm PRESS RELEASE REGARDING COMMENCEMENT OF THE TENDER OFFER ISSUED BY ASAHI KASEI Exhibit (a)(5)(e) NEWS RELEASE Asahi Kasei Commences Tender Offer for ZOLL Medical Corporation Tokyo, Japan/ New York, NY, U.S. – March 26, 2012 – Asahi Kasei Corporation (TSE1: 3407, hereinafter: Asahi Kasei), Japan’s leading diversified chemical manufacturer with businesses in the

Offer to Purchase for Cash All Outstanding Shares of Common Stock ZOLL Medical Corporation $93.00 Net Per Share Asclepius Subsidiary Corporation an indirect wholly-owned subsidiary of Asahi Kasei Corporation THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIR

EX-99.(A)(1)(D) 5 d319057dex99a1d.htm BROKER, DEALER LETTER Exhibit(a)(1)(D) Offer to Purchase for Cash All Outstanding Shares of Common Stock of ZOLL Medical Corporation at $93.00 Net Per Share by Asclepius Subsidiary Corporation an indirect wholly-owned subsidiary of Asahi Kasei Corporation THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF FRIDAY, A

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. LETTER OF TRANSMITTAL To Tender Shares of Common Stock ZOLL Medical Corporation $93.00 Net Per Share Pursuant to the Offer to Purchase dated March 26, 2012 Asclepius Subsidiary Corpora

Letter of Transmittal Exhibit (a)(1)(B) THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.

Notice of Guaranteed Delivery Offer to Purchase for Cash All Outstanding Shares of Common Stock ZOLL Medical Corporation $93.00 Net Per Share Asclepius Subsidiary Corporation an indirect wholly-owned subsidiary of Asahi Kasei Corporation THE OFFER AN

EX-99.(A)(1)(C) 4 d319057dex99a1c.htm NOTICE OF GUARANTEED DELIVERY Exhibit(a)(1)(C) Notice of Guaranteed Delivery for Offer to Purchase for Cash All Outstanding Shares of Common Stock of ZOLL Medical Corporation at $93.00 Net Per Share by Asclepius Subsidiary Corporation an indirect wholly-owned subsidiary of Asahi Kasei Corporation THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, N

Offer to Purchase for Cash All Outstanding Shares of Common Stock ZOLL Medical Corporation $93.00 Net Per Share Asclepius Subsidiary Corporation an indirect wholly-owned subsidiary of Asahi Kasei Corporation THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIR

Exhibit(a)(1)(E) Offer to Purchase for Cash All Outstanding Shares of Common Stock of ZOLL Medical Corporation at $93.

Project Athena – Commitment Letter

Exhibit (b)(1) UBS AG, Tokyo Branch East Tower, Otemachi First Square, 5-1, Otemachi 1-Chome Chiyoda-ku, Tokyo 100-0004 Japan Asahi Kasei Corporation 1-105 Kanda Jinbocho, Chiyoda-ku, Tokyo 101-8101 Japan For the attention of: Mr.

Notice of Offer to Purchase for Cash All Outstanding Shares of Common Stock ZOLL Medical Corporation $93.00 Net Per Share Asclepius Subsidiary Corporation an indirect wholly-owned subsidiary of Asahi Kasei Corporation

Exhibit (a)(5)(D) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below).

Page 2

Exhibit (d)(2) PERSONAL AND CONFIDENTIAL January 25, 2012 Asahi Kasei Corporation 1-105 Kanda Jinbocho, Chiyoda-ku, Tokyo 101-8101 Japan Attn: Koji Fujiwara, Director & Primary Executive Officer Ladies and Gentlemen: In connection with your consideration of a possible transaction (the “Possible Transaction”) with ZOLL Medical Corporation (the “Company”), you have requested information concerning the Company and its subsidiaries and affiliates.

- SCHEDULE TO

SC TO-T 1 d319057dsctot.htm SCHEDULE TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ZOLL MEDICAL CORPORATION (Name of Subject Company (Issuer)) ASAHI KASEI CORPORATION ASCLEPIUS SUBSIDIARY CORPORATION (Name of Filing Persons (Offerors)) Common Stock, $0.01 Par Va

Offer to Purchase for Cash All Outstanding Shares of Common Stock ZOLL Medical Corporation $93.00 Net Per Share Asclepius Subsidiary Corporation an indirect wholly-owned subsidiary of Asahi Kasei Corporation THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIR

Offer to Purchase Table of Contents Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Shares of Common Stock of ZOLL Medical Corporation at $93.

Acquisition of ZOLL Medical Corporation of the US

Exhibit 99.2 Reference translation of Japanese news release March 12, 2012 Company name: Asahi Kasei Corp. Name of representative: Taketsugu Fujiwara, President and Representative Director Contact: Yuji Mizuno, Director and Senior Executive Officer Acquisition of ZOLL Medical Corporation of the US Asahi Kasei Corp. (headquarters: Chiyoda Ward, Tokyo; President: Taketsugu Fujiwara) today made an ag

- FORM SC TO-C

SC TO-C 1 b305516scto.htm FORM SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ZOLL Medical Corporation (Name of Subject Company (Issuer)) Asahi Kasei Corporation Asclepius Acquisition Corporation (Names of Filing Persons (Offerors)) Common Stock, $0.01 Par V

Exhibit 99.3

Exhibit 99.3

Asahi Kasei Announces Agreement to Acquire ZOLL Medical Builds on existing relationship to drive global development of critical care businesses

Exhibit 99.1 NEWS RELEASE Asahi Kasei Announces Agreement to Acquire ZOLL Medical Builds on existing relationship to drive global development of critical care businesses Tokyo, Japan/Chelmsford, MA U.S. — March 12, 2012 — Asahi Kasei Corporation (TSE1: 3407, hereinafter: Asahi Kasei), and ZOLL Medical Corporation (NASDAQ GS: ZOLL, hereinafter: ZOLL) today jointly announced that Asahi Kasei, Japan’