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Minimum Acceptance Condition Satisfied
Date:2/17/2011

NEW BRUNSWICK, N.J., and LEIDEN, Netherlands, Feb. 17, 2011 /PRNewswire/ -- Johnson & Johnson (NYSE: JNJ) and Crucell N.V. (NYSE Euronext, Nasdaq: CRXL; Swiss Exchange: CRX) today announced that the minimum acceptance condition of Johnson & Johnson's Offer to acquire Crucell N.V. (Crucell) has been satisfied.  The initial offering period of the Offer expired at 17:45 hours Dutch time (11:45 a.m. New York time) on 16 February 2011.  

Reference is made to the joint press release of Johnson & Johnson and Crucell dated 8 December 2010 announcing the recommended cash offer by Johnson & Johnson, through its indirect wholly owned subsidiary, JJC Acquisition Company B.V. (the Offeror), for all of the issued and outstanding shares in the capital of Crucell, including those represented by American depositary shares, at an offer price of Euro 24.75 per share (the Offer).

As of the expiration of the initial offering period, the shares tendered in the Offer, together with shares already held by the Johnson & Johnson Group and the shares to be acquired through the purchase and exercise of options, amount to 84,520,377 shares (of which 12,774,957 are represented by American depositary shares), representing approximately 95.21% of the issued share capital of Crucell and 95.24% of the issued and outstanding share capital of Crucell, in each case on a fully diluted basis.  174,595 of ADSs tendered remain subject to the guaranteed delivery procedures described in the Offer.  As such, the minimum acceptance condition has been satisfied.

It should be noted that even though 95.24% of the issued and outstanding share capital of Crucell (on a fully diluted basis) has been tendered, the minimum acceptance condition would have nonetheless been satisfied b
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SOURCE Johnson & Johnson
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