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Financière de Tubize: The Belgian Family Holding Behind a Biopharma Giant
I. Introduction: The Invisible Hand Behind a Biopharma Revolution
In the quiet corridors of Brussels' financial district, at a registered address on Allée de la Recherche, sits one of Europe's most unassuming yet consequential investment vehicles. Financière de Tubize S.A. holds no factories, employs no scientists, and develops no drugs. Yet this holding company—a mono holding company whose sole investment is a stake in UCB which is a biopharma company in Belgium—has quietly anchored one of the most remarkable corporate transformations in European pharmaceutical history.
The story begins with a question worth nearly €37 billion in market capitalization today: How did a family holding company incorporated in 1928 become the foundation upon which UCB transformed from a diversified chemical conglomerate into one of Europe's most successful pure-play biopharmaceutical companies?
Financière de Tubize is the reference shareholder of UCB, an innovative and global biopharmaceutical business based in Belgium. The Company brings together around UCB both family shareholders, descendants of the founder, Emmanuel Janssen, and those who share their long-term vision.
Today, the holding company's structure embodies a peculiarly European approach to corporate ownership—one that prioritizes generational stewardship over quarterly returns, patient capital over activist pressure, and family cohesion over market liquidity. Financière de Tubize S.A. is a holding company that owns 36.27% of the listed biopharmacy group UCB. Through this stake, the Janssen family descendants exercise decisive influence over a company that is powered by more than 9,000 people – from our headquarters in Belgium and across nearly 40 countries worldwide. Our people have lived our purpose each day since 1928.
The numbers tell only part of the story. Revenue in 2024 increased to € 6.15 billion, a plus of 17% (+19% CER), net sales were up by 15% to € 5.61 billion (+17% CER) driven by a strong, triple- and double-digit growth performance of newly launched growth drivers. But the more fascinating narrative lies in how a century-old ownership structure enabled UCB to navigate patent cliffs, execute transformational acquisitions, and emerge as a leader in immunology and neurology while many of its peers stumbled.
This is a story about the power of patient capital, the architecture of family governance, and the delicate dance between long-term vision and short-term execution that defines successful pharmaceutical investing.
II. The Janssen Family & Belgian Industrial Context (1879-1928)
The Founder's Vision in a Post-War Landscape
Emmanuel Janssen (1879–1955) was a Belgian businessman, who founded the Union Chimique Belge (UCB) in Brussels, Belgium, in 1928. But to understand the significance of his founding act, one must first understand the Belgium into which he was building.
The late 1920s found Belgium at a crossroads. The devastation of the Great War had left scars across the industrial heartland, but it had also catalyzed a spirit of reconstruction and modernization. Belgian entrepreneurs recognized that their small nation's economic survival depended on building industrial champions that could compete across continental Europe and beyond.
De familie Janssen is bijna vanaf het ontstaan van het koninkrijk België actief geweest als bankier. De grote doorbraak voor de familie kwam er met baron Emmanuel Janssen (1879-1955). Via zijn huwelijk met Jeanne Solvay werd hij de kleinzoon van Solvay-stichter Ernest Solvay. This marriage represented more than a union of two individuals—it was the convergence of two of Belgium's most prominent industrial dynasties. The Solvay connection gave Emmanuel access not only to capital but to a network of relationships spanning Europe's chemical and financial elite.
A Pioneer in Chemical Innovation
UCB's founding on January 18, 1928, marked the beginning of what would become a nearly century-long transformation. Emmanuel Janssen founded the Union Chimique Belge in Brussels, Belgium, in 1928. UCB was one of the first companies in the world to distill ammonia from coal. This technical achievement positioned UCB at the forefront of industrial chemistry during an era when synthetic chemistry was revolutionizing manufacturing across Europe.
Founded in 1928 by the Janssen family, UCB was originally a 'hybrid' company. Its focus was primarily on chemicals but also on pharmaceuticals. The company has undergone several transformations.
The decision to maintain both chemical and pharmaceutical divisions reflected the business reality of the era. Pharmaceutical development was capital-intensive and uncertain; the steady cash flows from industrial chemicals provided the foundation upon which riskier research activities could be pursued. This dual structure would persist for decades, with each division's fortunes rising and falling with market cycles.
The Birth of Financière de Tubize
The creation of Financière de Tubize as the family's holding vehicle reflected a sophisticated understanding of corporate governance that was ahead of its time. Rather than holding UCB shares directly—which would have fragmented ownership across multiple family branches over generations—the Janssens consolidated their interests into a single holding company.
This structure served multiple purposes. It provided a mechanism for coordinating family voting power, enabled tax-efficient wealth transfer across generations, and created a buffer between the operational company and the sometimes-conflicting interests of individual family members. The model drew inspiration from other Belgian industrial dynasties—the Solvays, the Bekaerts, and the families behind Sofina—who had pioneered similar structures.
Belgian Industrial Policy and the Holding Company Tradition
Belgium's tradition of family holding companies reflects the country's unique economic history. Too small to develop the massive industrial conglomerates of Germany or France, Belgian entrepreneurs learned to punch above their weight through sophisticated financial engineering and cross-border relationships.
The holding company structure offered particular advantages in the Belgian context. It allowed families to maintain control while accessing public capital markets, provided flexibility in restructuring industrial assets, and created governance mechanisms that could outlast individual lifetimes. These were not passive investment vehicles but active instruments of industrial strategy.
For investors today, understanding this heritage matters because it explains why Financière de Tubize operates so differently from Anglo-American holding companies or private equity vehicles. The time horizon is measured not in fund cycles but in generations.
III. The Chemical Conglomerate Era (1928-1990s)
Building a Diversified Industrial Empire
UCB was created in Brussels by Emmanuel Janssen in the 1920s. The company expanded and entered the US market in the 1930s. Our scientists' first therapeutic breakthroughs came in the 1950s.
The decades following UCB's founding saw the company develop along three parallel tracks: industrial chemicals, specialty films, and pharmaceuticals. Each division had its own logic, its own capital requirements, and its own competitive dynamics. What united them was the Janssen family's patient capital and their willingness to invest through market cycles.
The chemical division built on UCB's original ammonia expertise, expanding into a range of industrial chemicals serving European manufacturing. The films division developed specialty materials for packaging and industrial applications. But it was the pharmaceutical division—initially the smallest of the three—that would prove most consequential for the company's long-term trajectory.
The Pharmaceutical Division Emerges
UCB was founded on 18 January 1928 by Emmanuel Janssen, a Belgian businessman. Initially focused on industrial chemicals (it was one of the first companies to distill ammonia from coal), the company also included a small pharmaceutical division based around Meurice Laboratories. In the early 1950s, UCB set up a research centre where new medicines such as Atarax (hydroxyzine) were developed.
The 1950s marked a turning point. The establishment of dedicated research facilities signaled management's recognition that pharmaceuticals—while riskier than industrial chemicals—offered the potential for differentiated products with strong pricing power and sustainable competitive advantages.
Nootropil: The Foundation for Modern UCB
Launched Nootropil® (piracetam) in 1972 for the treatment of memory and balance disorders providing the resources to create a new state-of-the-art pharmaceutical R&D centre in Braine-l Alleud, Belgium.
Nootropil represented more than a successful product launch—it demonstrated UCB's capacity for genuine therapeutic innovation and established the company's presence in central nervous system (CNS) disorders. This was marketed in the 1970s as Nootropil and used to treat memory and balance problems. The success of Nootropil made it possible for UCB to build a modern pharmaceutical site in Braine-l'Alleud, south of Brussels.
The Braine-l'Alleud facility would become the physical manifestation of UCB's pharmaceutical ambitions—a state-of-the-art research campus that attracted talent from across Europe and signaled the company's commitment to innovation over the long term.
Zyrtec: The First Blockbuster
UCB launches Zyrtec (antiallergenic antihistamine), the first drug to record a turnover of one billion US dollars.
Zyrtec's success validated decades of pharmaceutical investment and transformed UCB's financial profile. With a billion-dollar antihistamine, the company suddenly had the resources to compete with much larger pharmaceutical companies in research and development.
But blockbuster status came with risks. The company's growing dependence on Zyrtec created vulnerability to patent expiration and generic competition—a challenge that would define UCB's strategic choices for the next two decades.
Financière de Tubize's Evolving Role
Financière de Tubize buys half the UCB securities held by Rhône-Poulenc. The other half are taken over by the Royale Belge.
This transaction represented a pivotal moment in Financière de Tubize's history. By acquiring shares from external shareholders, the holding company demonstrated its commitment to maintaining family control through market cycles. The decision to split the purchase with Royale Belge (a Belgian insurance company) reflected pragmatic financial constraints while still advancing the family's long-term strategic objective.
The significance for investors lies in understanding that Financière de Tubize has historically acted as a buyer of last resort for UCB shares, providing stability during periods of market stress or strategic uncertainty.
IV. The Biopharma Pivot: The Defining Inflection Point (2000-2008)
The Strategic Transformation
The turn of the millennium confronted UCB's leadership with an existential question: Could a mid-sized European pharmaceutical company compete effectively in an industry increasingly dominated by American and Swiss giants? The answer required a radical transformation.
After the gradual takeover of UCB shares held by the Royale Belge, the holding of Financière de Tubize in UCB peaks at 40% in 2002. This concentration of ownership proved crucial for what followed. With nearly half of UCB under family control, management had the mandate to pursue transformational change without the threat of hostile intervention.
Celltech Acquisition (2004): Buying Biotechnology
Celltech was acquired by UCB, a Belgian drugmaker, in 2004. Celltech Group plc was a leading British-based biotechnology business based in Slough. It was listed on the London Stock Exchange and was a constituent of the FTSE 100 Index. Celltech was instrumental in changing the UK's system of technology transfer from research to business, and in creating the biotechnology industry.
The acquisition represented a bet on the future of biopharmaceuticals. The Offer for each Celltech Share will be 550 pence in cash and the Offer for each Celltech ADS will be 1,100 pence, equivalent to $19.44, in cash. The Offer will value the existing issued share capital of Celltech at approximately £1,530 million (€2,252 million).
What made Celltech particularly attractive was its pipeline—most notably CDP870, the company has an extremely promising compound that is well into clinical trials both for Crohn's disease (due to launch in 2006) and for rheumatoid arthritis (scheduled for launch in 2007). Analysts estimate CDP870's sales could reach $740 million by 2010. That compound would become Cimzia, one of UCB's cornerstone products for the next two decades.
Strengthened research and development: the combined group will benefit from Celltech's innovative expertise in biotechnological R&D, especially monoclonal antibodies, and UCB's expertise in pharmaceutical chemistry. This will result in a significantly strengthened combination of small and large molecule discovery and development expertise.
The integration was led by Dr. Roch Doliveux, CEO of UCB Pharma, and Dr. Göran Ando, CEO of Celltech, who will assume the role of Deputy CEO of UCB Pharma. Roch Doliveux declared, "I would like to take this opportunity to welcome Celltech's employees to the enlarged group and we look forward to building a leading innovative biopharmaceutical company together."
Divestiture of Non-Core Businesses
The Celltech acquisition was only half the transformation. Simultaneously, UCB was systematically exiting its non-pharmaceutical businesses.
At the end of 2002, the chemicals and films divisions were merged and UCB added the resins, additives and adhesives activities of Solutia to form the surface specialties division. The films part was then sold to Innovia Films in September 2004. The chemicals division methylamines and derivatives was spun off and later sold to form the company Taminco. By divesting all of its non-pharmaceutical activities and acquiring Celltech (for $1 billion), UCB transformed itself into a global biopharmaceutical company.
This dual transformation—acquiring biotechnology while divesting chemicals—represented one of the most complete corporate metamorphoses in European pharmaceutical history.
Schwarz Pharma Acquisition (2006): Doubling Down on CNS
Two years after Celltech, UCB returned to the M&A market with an even larger transaction.
In 2006, UCB started the purchase of the German pharmaceutical company Schwarz for €4 billion. As of July 2007, UCB holds approximately 87% of Schwarz's outstanding shares. The purchase of Schwarz enabled UCB to introduce two new drugs against CNS disorders: Neupro (rotigotine), a transdermal patch for treatment of Parkinson's disease, and Vimpat (lacosamide), an anticonvulsant.
Acquisitions of Celltech (2004) and Schwarz Pharma (2006) strengthened the biopharmaceutical pipeline, bringing in late-stage assets that would eventually be approved as Cimzia (immunology), Vimpat (epilepsy), and Neupro (Parkinson's disease).
Financière de Tubize's Critical Backstop
The €4 billion Schwarz acquisition required significant financing, and this is where Financière de Tubize's role became crucial. The holding company participated in UCB's capital increase to support the acquisition, providing patient capital at a moment when market conditions could have constrained the deal.
Financière de Tubize S.A., UCB's reference shareholder, has announced today that Financière de Tubize and a group of long term investors have acquired 13.89 million shares of UCB (7.58% of UCB issued share capital) from the Schwarz family.
This transaction illustrates the practical value of having a committed reference shareholder. When UCB needed to act decisively on a strategic opportunity, Financière de Tubize could provide capital and coordination that would have been impossible with a fragmented shareholder base.
Leadership Through Transformation
Jean-Christophe Tellier became the CEO of UCB in January 2015. He was succeeding Roch Doliveux, who was the CEO from 2004 until December 2014.
Roch Doliveux had guided UCB through its most transformative decade—from diversified conglomerate to focused biopharma. The leadership transition to Jean-Christophe Tellier marked the beginning of the next chapter: translating that transformed portfolio into commercial success and sustained growth.
V. Building the Modern Pipeline (2008-2020)
The Patent Cliff Challenge
Historically, revenue was derived from allergy medicine Zyrtec and epilepsy drug Keppra, which have both lost patent protection.
UCB emerged as a major biopharmaceutical player in the 1990s with the development of blockbuster drugs Zyrtec and Keppra. These key products helped offset the impact of Zyrtec and Keppra's patent losses, and the company has continued to shape its expertise in immunology and central nervous system disorders.
The patent cliff that UCB faced in the late 2000s and early 2010s represented the existential challenge facing all innovative pharmaceutical companies: How do you replace blockbuster revenues with new products while maintaining R&D investment?
Belgium's UCB has seen its revenues and net sales for the first three months of the year drop 1% following US patent expiry of its anti-allergy drug Zyrtec (cetirizine) in December 2007 and continued pressure on its antiulcerant omeprazole from copycat medicines.
UCB's annual sales from KEPPRA peaked around USD 1.2 billion pre-patent expiration. Post-2017, revenues declined steeply in North America due to generic competition, with estimates of a 30-40% decline in certain years.
The New Core Portfolio Emerges
The products acquired through Celltech and Schwarz began delivering commercial results:
Cimzia (certolizumab pegol) for rheumatoid arthritis and Crohn's disease had sales of 143 million euros, up 72%, while the new antiepileptic Vimpat (lacosamide) brought in 97 million euros, an increase of 76%. Sales of the Neupro (rotigotine) patch for Parkinson's disease and restless legs syndrome rose 17% to 45 million euros.
Roch Doliveux, UCB's chief executive, said "we are excited about the momentum of Cimzia, Vimpat and Neupro, about the potential UCB new medicines from our promising pipeline and about the fact that from 2012 onward, we will have a decade without impacts from major patent expirations."
Strategic Acquisitions Continue
In 2015, UCB announced the sale of its branded generics business in India and South Asia to Dr. Reddy's Laboratories for INR 8 billion ($128.38 million). In September of the same year, the company offloaded its generics subsidiary (Kremers Urban Pharmaceuticals) to Lannett for $1.23 billion.
These divestitures completed UCB's transformation from a hybrid company into a pure specialty/biologics player. By exiting generics, UCB was doubling down on innovation and differentiated products—a strategy that required patience and sustained R&D investment.
Ra Pharma Acquisition (2019-2020): Adding Myasthenia Gravis
In October 2019 UCB announced that it would acquire immune system disease specialist Ra Pharma for $2.1 billion. On April 2, 2020, UCB announced that the acquisition has been successfully completed.
The Ra Pharma acquisition brought Zilucoplan, a peptide inhibitor for myasthenia gravis, into UCB's portfolio. This represented expansion into rare neurological diseases—a strategic area where differentiated products can command premium pricing and face limited competition.
Zogenix Acquisition (2022): Expanding in Rare Epilepsy
In January 2022, the company announced it would acquire Zogenix for $1.9 billion ($26 per share).
The Zogenix acquisition added FINTEPLA® (fenfluramine) to UCB's portfolio for the treatment of Dravet Syndrome and Lennox-Gastaut Syndrome—rare and severe forms of childhood-onset epilepsy. This transaction deepened UCB's presence in rare CNS diseases while adding near-term revenue from a commercialized product.
The CEO Transition: Jean-Christophe Tellier Takes the Helm
Jean-Christophe Tellier has taken up the role as CEO of UCB on 1 January 2015, succeeding Roch Doliveux. He is also Chairman of UCB's Executive Committee and member of the Board of Directors. Roch Doliveux stepped down on 31 December 2014 after successfully leading UCB for the last 10 years.
Jean-Christophe Tellier joined the company in 2011 and was instrumental in establishing the company's current strategy; he has played a key role in driving the growth of UCB's three core medicines, Cimzia®, Vimpat® and Neupro®. With a distinguished 25-year career in the biopharmaceutical industry, Jean Christophe Tellier comes with significant expertise and career achievements, a highly developed patient-focused approach, a medical background as a rheumatologist and a passion for developing talent.
Tellier's background—trained as a medical doctor and specialized in rheumatology. He has built a distinguished 30-plus-year career in the biopharmaceutical industry, taking on global leadership responsibilities in different parts of the world for companies such as Ipsen, Macrogenics, and Novartis.—brought clinical expertise to a company increasingly focused on specialty medicines prescribed by specialist physicians.
Tellier spent nearly two decades with Novartis, holding positions such as Head of Novartis' Global Business Franchise in Arthritis, Bone and Muscle Disease and concluded his time at the company as CEO of Novartis France.
VI. The Golden Era: 2024-2025 Breakthrough
Financial Performance Explosion
2024 and 2025 have emerged as breakthrough years for UCB, validating the strategic choices made over the preceding two decades.
Revenue in 2024 increased to € 6.15 billion, a plus of 17% (+19% CER), net sales were up by 15% to € 5.61 billion (+17% CER) driven by a strong, triple- and double-digit growth performance of newly launched growth drivers: BIMZELX®, EVENITY®, FINTEPLA®, RYSTIGGO® and ZILBRYSQ® as well as solid contribution from CIMZIA® and BRIVIACT®.
The 2025 performance has been even more impressive:
In the first six months of 2025, Revenue increased to € 3 487 million (+25%; +26% CER) and net sales went up to € 3 321 million (+26%; +27% CER). Revenue in the first half of 2025 increased to € 3.49 billion, a plus of 25% (+26% CER), net sales were up by 26% to € 3.32 billion (+27% CER), driven by the continued strong, triple- and double-digit growth performance of the five growth drivers.
Thanks to the robust growth and the rapid uptake of BIMZELX®, we are updating our financial guidance for the topline to at least € 7 billion and our ambition of achieving at least 30% adjusted EBITDA margin.
The Five Growth Drivers
UCB's current growth is powered by five key products:
Revenue jumped a significant 17% (+19% at constant exchange rates) to hit €6.15 billion. Robust sales from its newly launched growth drivers were core growth drivers – products like BIMZELX, EVENITY, and FINTEPLA saw their combined net sales triple to over €1.3 billion.
BIMZELX: The Potential Blockbuster
BIMZELX® (bimekizumab) has emerged as the cornerstone of UCB's growth story:
In November 2024, the FDA approved BIMZELX® for the treatment of adults with moderate to severe hidradenitis suppurativa (HS). Bimekizumab-bkzx is the first and only approved medicine designed to selectively inhibit interleukin 17F (IL-17F) in addition to interleukin 17A (IL-17A). The milestone marks the fifth indication for bimekizumab-bkzx in the U.S. in 2024.
The company is eying four new indications and potential peak sales of 4 billion euros. After an initial FDA approval came later than anticipated, UCB is looking to quickly grow Bimzelx into a major blockbuster.
The analysts forecast €7 billion in peak sales for Bimzelx, driven by strong clinical data, feedback from key opinion leaders, and early launch momentum. Revenue from Bimzelx is projected to more than double total company revenue, with UCB's sales forecast to grow from €5.3 billion in 2023 to €12 billion by 2033.
U.S. Expansion
UCB, a global biopharmaceutical company focused on improving the lives of people with severe diseases, today announced plans for a significant investment in a new, state-of-the-art biologics manufacturing facility in the United States. The project is expected to serve UCB's growing number of patients in the U.S., while delivering a total estimated economic impact of approximately $5 billion.
Since 2017, our U.S. workforce has expanded by 73% to around 2,000 employees, underpinned by $4.5 billion in acquisitions and capital investments that have strengthened our innovation capabilities and infrastructure.
The new facility is expected to create around 300 permanent, highly skilled direct jobs in biologics manufacturing and more than 500 jobs during construction.
Pipeline Progress: The Next Wave
Beyond the current five growth drivers, UCB's pipeline is advancing:
Dapirolizumab pegol (DZP) showed efficacy across multiple clinical endpoints in the PHOENYCS GO study, including fatigue and measures of disease activity. UCB and Biogen today presented additional detailed results from the Phase 3 PHOENYCS GO study evaluating dapirolizumab pegol (DZP), a novel Fc-free anti-CD40L drug candidate.
Dapirolizumab pegol is one of only three biologics to report positive Phase 3 data in a global SLE study. The additional data presented from the PHOENYCS GO trial at ACR suggest a broad impact across endpoints in this Phase 3 study.
This represents a significant opportunity in systemic lupus erythematosus, a disease with substantial unmet need and a disproportionate impact on women.
2025 Guidance and Beyond
Financial Guidance 2025 - The year 2025 will be marked by ongoing global launches and in-market performance of the five growth drivers BIMZELX®, RYSTIGGO®, ZILBRYSQ®, FINTEPLA® and EVENITY®.
After 14 regulatory approvals on three continents last year, UCB is positioned to grow for "a decade-plus," CEO Jean-Christophe Tellier said.
VII. The Financière de Tubize Model: Family Capital & Governance
The Holding Company Purpose
Financière de Tubize is the reference shareholder of UCB, an innovative and global biopharmaceutical business based in Belgium. The Company brings together around UCB both family shareholders, descendants of the founder, Emmanuel Janssen, and those who share their long-term vision. Financière de Tubize combines strong family and entrepreneurial values with financial skills and in-depth expertise in the biopharma sector to manage its holding in UCB in the long term. Thanks to the commitment of its representatives on the UCB Board of Directors, Financière de Tubize anticipates the developments, contributes towards the determination of strategic choices and assesses the performance of UCB.
Shareholding Concert Structure
SPRL FEJ, Daniel Janssen, SA Altaï Invest (controlled by Evelyn du Monceau), Barnfin (controlled by Bridget van Rijckevorsel) and Jean van Rijckevorsel act in concert. The terms of the concert are laid down in a shareholders agreement. The key elements of this agreement can be summarised as follows: The objective of the concert is to ensure, through Financière de Tubize, the stability of the shareholder structure of UCB in view of the long-term industrial development of the latter. In this perspective, it aims at preserving the predominance of the family shareholder structure of Financière de Tubize. The parties to the concert consult with each other about the decisions to be taken at the general meeting of Tubize, and try, to the extent possible, to reach a consensus.
Within this Board and through their representatives on the UCB Board of Directors, they consult with each other about the significant strategic decisions concerning UCB and try, as far as is possible, to reach a consensus. The parties inform each other prior to any project of significant acquisition or sale of shares of Financière de Tubize.
The NAV Discount Dynamic
Discount = (Net Asset Value – Market Capitalisation) / Net Asset Value. The Net Asset Value is calculated by replacing the book value of the participation in UCB with its market value.
Holding companies like Financière de Tubize typically trade at discounts to their net asset values—the market value of their underlying holdings. This discount reflects several factors: illiquidity, lack of diversification, governance considerations, and the costs associated with the holding structure itself.
For patient investors, this discount can represent an opportunity. When the discount widens beyond historical norms, investors can acquire exposure to UCB at effectively below-market prices. Conversely, when UCB's prospects improve and the discount narrows, holding company shareholders capture both the appreciation in the underlying asset and the compression of the discount.
The Evolution of Family Governance
Charles-Antoine Janssen succeeded his father at the helm of Financière de Tubize in 2011. Married to Valentine Goblet d'Alviella, he continues to manage the family legacy alongside his father-in-law, Richard Goblet d'Alviella, who is linked to another major holding company, Sofina.
This will make our representatives on the UCB board to be even more relevant in the strategic discussions taking place there, at a key moment in UCB's history. In line with the goal of increased professionalism, the Board of Directors on August 1, 2025, decided to appoint Mr. Cyril Janssen as Vice-President. In addition to forming an effective duo with the president and being the guarantor of best governance practices, Cyril Janssen will manage relations with the family shareholders of Financière de Tubize.
Dividends and Cash Flow
Dividend received from UCB: € 98.1 million (€ 1.39 per share, an increase of 2.2% compared to the previous year), 2024 Dividend paid to Financière de Tubize's shareholders in 2025 of € 46.3 million (€ 1.04 per share, an increase of 7.22% compared to the previous year), Acquisition, in 2025, of 24,487 UCB shares, for a total amount of € 4.37 million, at an average price of € 178.3. Our stake in UCB has increased from 36.27% on 31 December 2024 to 36,28% on 30 June 2025.
The dividend flow from UCB to Financière de Tubize, and from Financière de Tubize to its shareholders, creates a steady income stream while also allowing the holding company to gradually increase its stake in UCB through opportunistic share purchases.
VIII. Playbook: Business & Investing Lessons
The Power of Patient Capital
The Financière de Tubize/UCB story offers several lessons for investors and business leaders:
Lesson 1: Ownership Structure Enables Strategy
The concentrated family ownership through Financière de Tubize enabled UCB to pursue transformational M&A—Celltech and Schwarz—that more dispersed ownership structures might have blocked. When management needs to act decisively, having a reference shareholder with aligned long-term interests removes uncertainty and enables bold moves.
Long-term stable family ownership is a huge competitive advantage in a research-driven company. Innovation takes time, and if you want this to be possible, you need to have long-term stability. The family of my great-grandfather is still harmoniously working together for the benefit of the corporation.
Lesson 2: Controlled Transformation
UCB's evolution from chemical conglomerate to pure biopharma took decades. The family holding structure allowed management to pursue this transformation without the pressure of quarterly earnings expectations forcing premature moves. The sequence—divesting chemicals, acquiring biotechnology, focusing on specialty areas—unfolded over a 15-year period with consistent strategic logic.
Lesson 3: When to Buy Innovation
UCB's acquisition strategy—Celltech for biologics capability, Schwarz for CNS pipeline, Ra Pharma for rare disease, Zogenix for specialized epilepsy—demonstrates when buying innovation makes sense. Each acquisition filled a specific strategic gap, brought near-term pipeline assets, and added capabilities that would have taken years to build internally.
Belgian Industrial Policy & Ecosystem
Belgium as a whole offers a range of unique benefits. For instance, the educational system here satisfies the highest standards and produces highly qualified professionals in various fields. In addition to this, in terms of attracting foreign talent (particularly for researchers since Belgium is a hub for R&D), I think that Belgium is also an appealing destination for expatriates to reside in. Altogether, this provides us with access to a great pool of talent to fuel our R&D, manufacturing and even commercial activities.
UCB's success reflects not only company-specific factors but also Belgium's strengths as a life sciences hub. The combination of world-class research universities, favorable R&D incentives, and geographic centrality in Europe has enabled UCB to attract and retain talent that might otherwise have gone to larger markets.
The "Reference Shareholder" Model
The Financière de Tubize model compares instructively to other family-controlled pharmaceutical companies:
Descendants of the founding Hoffmann and Oeri families own slightly over half of the bearer shares with voting rights (a pool of family shareholders 45%, and Maja Oeri a further 5% apart), with Swiss pharma firm Novartis owning a further third of its shares until 2021.
Despite being publicly traded, Roche is anything but ordinary on the inside. The Hoffmann-Oeri family controls over 50% of the company's voting shares through a tight-knit foundation and holding structure.
Long-Term Vision: Roche reinvests heavily in R&D—roughly 20% of revenues—an unusually high figure in global pharma. Family control shields the company from shareholder pressure to chase quarterly earnings at the expense of innovation. Non-Dilution of Control: By consolidating voting rights within the family and carefully managing share transfers, the Hoffmann-Oeris have preserved their influence through generations without diluting their power. Public-Private Balance: Roche's hybrid model—a public company with private control—gives it the best of both worlds.
Both the Janssen/UCB and Hoffmann/Roche models demonstrate that concentrated family ownership, when governed well, can enable pharmaceutical companies to maintain the long-term R&D investment required for sustained innovation.
IX. Porter's 5 Forces & Hamilton's 7 Powers Analysis
Porter's 5 Forces for UCB (via Financière de Tubize)
| Force | Assessment | Commentary |
|---|---|---|
| Threat of New Entrants | LOW | Massive R&D costs ($2-3B per drug), 10+ year development timelines, FDA/EMA regulatory barriers, and clinical trial expertise create formidable barriers to entry |
| Supplier Power | MEDIUM | Contract manufacturing organization (CMO) dependency growing, but UCB is investing in owned biologics manufacturing capacity; active pharmaceutical ingredient suppliers have moderate leverage |
| Buyer Power | HIGH | PBMs in the U.S., national health systems in Europe, and hospital groups increasingly consolidate purchasing power; pricing pressure persistent especially in EU markets |
| Threat of Substitutes | MEDIUM-HIGH | Biosimilar threat real for legacy products when patents expire; generic pressure on small molecules; but differentiated biologics like Bimzelx harder to substitute given novel mechanism |
| Competitive Rivalry | HIGH | Intense competition from Big Pharma (J&J, Pfizer, AbbVie in immunology; multiple players in epilepsy) and biotech disruptors; first-mover advantage and efficacy differentiation critical |
Hamilton's 7 Powers Analysis
| Power | Present? | Evidence |
|---|---|---|
| Scale Economies | MODERATE | Global scale in CNS/immunology provides commercial and manufacturing advantages; ~9,000 employees across 40 countries; but not dominant scale vs. Big Pharma |
| Network Effects | LOW | Pharma lacks direct network effects; some physician prescriber networks create sticky relationships but limited defensibility |
| Counter-Positioning | STRONG | UCB's patient-centric R&D model and family ownership structure creates positioning that incumbents with short-term pressures hesitate to copy; long-term horizon enables higher-risk rare disease investments |
| Switching Costs | HIGH | Patients stable on biologics rarely switch; physician prescribing habits are sticky; regulatory and clinical data create moats around established products |
| Branding | MODERATE | Keppra and Cimzia established strong physician trust over decades; Bimzelx building brand recognition in dermatology; patient brands less relevant than healthcare professional reputation |
| Cornered Resource | STRONG | Proprietary antibody platforms from Celltech acquisition; unique peptide inhibitor technology from Ra Pharma; advanced SLE pipeline with dapirolizumab; proprietary biologics manufacturing capabilities |
| Process Power | STRONG | Mr Janssen's and Mr Doliveux' essence of placing patients in the spotlight really resonates within the organization. Patient centricity is a fundamental element not only of our commercial activities, but it is also an integral element of our R&D processes in which patients are frequently involved. |
Key KPIs to Track
For investors following Financière de Tubize and UCB, three KPIs matter most:
1. Five Growth Drivers Combined Net Sales Growth Rate
This metric captures the commercial momentum of UCB's strategic products (BIMZELX, EVENITY, FINTEPLA, RYSTIGGO, ZILBRYSQ). Sustained double-digit growth validates the company's transformation and supports the "decade of growth" thesis. Any deceleration would warrant scrutiny.
2. Adjusted EBITDA Margin Expansion
UCB has guided toward 30%+ adjusted EBITDA margins. Margin expansion demonstrates operating leverage and validates that revenue growth is translating into profitability. The path from ~24% in 2024 to 30%+ represents significant value creation.
3. Financière de Tubize NAV Discount
The holding company's discount to its NAV reflects market sentiment about both UCB and the holding structure itself. Widening discounts may signal buying opportunities; narrowing discounts capture value as the market recognizes UCB's progress.
X. Risk Factors and Regulatory Considerations
Biosimilar and Patent Exposure
Legacy products like Cimzia face eventual biosimilar competition. While the five growth drivers are early in their lifecycle, investors must monitor patent expirations across the portfolio.
Pipeline Execution Risk
The dapirolizumab Phase 3 program in SLE remains a key value driver. A second Phase 3 trial of dapirolizumab pegol is ongoing with the goal of confirming the results from PHOENYCS GO. Pipeline disappointments—while inherent to pharmaceutical R&D—could materially impact growth expectations.
Pricing Pressure
European reference pricing and U.S. drug pricing policy uncertainty create ongoing headwinds. UCB's shift toward specialty and rare disease products provides some insulation, but pricing remains a structural challenge for the industry.
Holding Company Governance
While family governance has historically aligned with minority shareholder interests, the structure creates inherent conflicts. Financière de Tubize's interests may not always align perfectly with UCB's broader shareholder base.
XI. The Bottom Line: A Century of Patient Capital at Work
The Financière de Tubize/UCB story demonstrates what becomes possible when patient capital meets disciplined execution over decades. From Emmanuel Janssen's founding vision in 1928 to today's €7 billion revenue target for 2025, the family holding structure has enabled transformational choices that short-term-oriented ownership might have blocked.
Thanks to the commitment of its representatives on the UCB Board of Directors, Financière de Tubize anticipates the developments, contributes towards the determination of strategic choices and assesses the performance of UCB in order to create sustainable financial and societal value. Financière de Tubize generates a long-term return for its shareholders and promotes support for the UCB entrepreneurial project among the family shareholders as well as all those who share their values and their vision.
The company has navigated patent cliffs, executed transformational acquisitions, and emerged as a leading specialist in immunology and neurology. The current growth trajectory—driven by BIMZELX and the broader five-product portfolio—represents the payoff from decades of strategic positioning.
For investors, the opportunity lies in understanding both the operating company (UCB) and the holding structure (Financière de Tubize). The holding company discount creates potential value capture beyond underlying asset appreciation, while the family governance structure provides stability through market volatility.
Whether this structure represents a competitive advantage or a governance constraint depends on one's investment horizon. For those with patience measured in years rather than quarters, the Janssen family's century-long approach to corporate stewardship offers a model that has proven its worth across multiple generations and countless market cycles.
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