BioInvent intends to conduct a directed share issue

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Lund, Sweden – 27 March 2018 – BioInvent International AB (”BioInvent” or the ”Company”) (OMXS: BINV) today announces its intention to conduct a directed share issue to Swedish and international investors (the “Issue”). The Company has retained ABG Sundal Collier AB to act as Sole Bookrunner in the Issue.

The subscription price and the total number of new shares in the Issue will be determined through an accelerated bookbuilding procedure. The number of new shares will however not exceed 15 percent of the currently issued and outstanding number of shares in the Company, i.e. will not amount to more than 45,704,281 shares. The Company’s two largest shareholders, van Herk Investments B.V. and Omega Fund IV, LP, holding 8.7 percent and 8.5 percent of the number of shares and votes in the Company, respectively, have undertaken to guarantee the Issue by such share of the Issue that corresponds to their respective ownerships in the Company, however no more than MEUR 1 for Omega Fund. The guarantees are further conditional upon the Issue being fully subscribed (inclusive of the guarantee commitments).

The bookbuilding will start immediately. Pricing and allocation of the new shares is expected to take place before beginning of trading on Nasdaq Stockholm at 09:00 CET on 28 March 2018. The Company will announce the outcome of the Issue after closing of the bookbuilding in a subsequent press release.

The net capital from the Issue is mainly intended to finance BioInvent’s costs related to progress and to expand the clinical development of its lead antibody BI-1206 for treatment of haematological cancers, as well as continued development of the Company’s prioritized pre-clinical projects, developed on its own or together with partners. In addition, a strengthened financial position enables increased strategic flexibility and improved ability to negotiate with potential partners.

The reasons for the deviation from the shareholders’ preferential right are to increase, in a time and cost effective manner, the Company’s financial flexibility and strengthen the shareholder base with investors specializing in Life Science.

The Issue is, among other things, subject to a resolution by the Board of Directors of BioInvent, pursuant to the authorization given by the 2017 annual general meeting, to issue new shares following the close of the bookbuilding procedure.

In connection with the Issue, the Company has agreed with ABG Sundal Collier AB to a market customary standstill period on future share issuances until and including the day of publication of the half-year report for the first six months 2018, on customary terms and conditions waivable by the Sole Bookrunner.

About BioInvent
BioInvent International AB (OMXS: BINV) is focused on the discovery and development of novel and first-in-class immuno-regulatory antibodies to treat cancer. The Company’s clinical programmes are BI-1206, currently in a Phase I/II for non-Hodgkin’s lymphoma and chronic lymphatic leukaemia and TB-403, in cooperation with Oncurious, currently in Phase I/II for medulloblastoma. BioInvent has an exciting pre-clinical portfolio based on novel immuno-modulatory antibodies that target regulatory T cells (T-regs) and tumour-associated myeloid cells. In December 2016, the Company signed a strategic research collaboration with Pfizer Inc. BioInvent also works with leading academic institutions including the University of Southampton, Cancer Research UK, and Penn Medicine. BioInvent generates revenues from global partnerships, including Bayer Pharma, Daiichi Sankyo, and Mitsubishi Tanabe Pharma and from its manufacturing facility for the production of antibodies for research through to late- stage clinical trials. More information is available at www.bioinvent.se

For further information, please contact:
Björn Frendéus
Acting CEO and Chief Scientific Officer
+46 (0)46 286 25 45
+46 (0)708 11 25 45
[email protected]


BioInvent International AB (publ) 
Co. reg. No. 556537-7263
Visiting address: Sölvegatan 41
Mailing address: 223 70 LUND
Phone: +46 (0)46 286 85 50
www.bioinvent.com
 

This information is information that BioInvent International AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 17:31 p.m. CET, on 27 March 2018.


Important information

This communication may contain certain forward-looking statements. Such statements are all statements that do not relate to historical facts and include expressions such as "believe", "estimate", "anticipate", "expect", "assume", "predict", "intend", "may", "presuppose", "should" or similar. The forward-looking statements in this release are based on various estimates and assumptions that in several cases are based on additional assumptions. Although BioInvent believes these assumptions were reasonable when made, such forward-looking statements are subject to known and unknown risks, uncertainties and other material factors that are difficult or impossible to predict and that are beyond BioInvent’s control. Such risks, uncertainties and material factors could cause the actual results to differ materially from the results expressly or implicitly indicated in this communication through the forward-looking statements. The information, perceptions and the forward-looking statements in this release apply only as of the date of this release and may change without notice.

This press release is not and does not form a part of any offer for sale of securities. Copies of this communication may not be made in, and may not be distributed or sent into, the United States, Australia, Canada, Japan or any other jurisdiction in which distribution of this press release would be unlawful or would require registration or other measures.

The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and accordingly may not be offered or sold in the United States absent such registration or an exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any part of the share issue in the United States or to conduct a public offering of shares in the United States.

The securities referred to herein have not been and will not be registered under the applicable securities laws of Canada, Japan or Australia and, subject to certain exemptions, may not be offered or sold in or into or for the account or benefit of any person having a registered address in, or located or resident in, Canada, Japan or Australia. There will be no public offering of the securities described herein in Canada, Japan or Australia.

This press release is not a prospectus for the purposes of Directive 2003/71/EC as amended through Directive 2010/73/EU. The Company has not authorized any offer to the public of shares or rights in any member state of the EEA and no prospectus or other offering document has been or will be prepared in connection with the directed share issue.