Release from the Extraordinary General Meeting of BioInvent
This press release may not be published or distributed, directly or indirectly in or into the United States, or any other jurisdiction where such action is subject to legal restrictions.
Lund, Sweden – 19 March 2014 – Today's extraordinary general meeting in BioInvent International AB (publ) (OMXS: BINV) approved the Board of Directors’ resolutions to carry out a new share issue with pre-emptive right for the shareholders of the company and a directed new share issue.
The general meeting resolved to approve the resolution by the Board of Directors on 21 February 2014 to issue new shares with pre-emptive right for the existing shareholders. According to the terms set by the Board of Directors, as announced on 17 March 2014, each share in BioInvent held on the record date for participation in the rights issue on 24 March 2014, entitles to one (1) subscription right and four (4) subscription rights entitle to subscription for one (1) new share. The subscription price has been set to SEK 2.30 per share which, which represents total rights issue proceeds of approx. MSEK 48.9 before transaction costs. The subscription period will run from 28 March until 11 April 2014, with a right for Board of Directors to extend the subscription period. By the new share issue, the company’s share capital shall be increased by not more than SEK 1,700,292.96 through the issuance of a maximum number of 21,253,662 new shares. Additional information regarding the rights issue will be included in the prospectus expected to be published around 25 March 2014.
The general meeting also resolved to approve the resolution by the Board of Directors on 21 February 2014 on a directed new share issue. The right to subscribe for shares in the directed new share issue has, with derogation from the shareholders' pre-emptive rights, been granted two investors of institutional character approached in advance; Henrik Rhenman through Rhenman Healthcare Equity L/S and Peter Thelin through East Bay AB. The directed new share issue has been fully subscribed and the company’s share capital will be increased by SEK 521,739.12 through the issuance of 6,521,739 new shares. The total issue proceeds in the directed new share issue amount to approx. MSEK 15, before transaction costs. The subscription price equals that in the rights issue, SEK 2.30 per share. The reason for the derogation from the shareholders’ pre-emptive rights is to add new capital to the company and new long-term owners of strategic importance to the company and to increase the company’s opportunities to create additional value for all shareholders.
The minutes from the extraordinary general meeting will be available on the company’s webpage, www.bioinvent.com.
To the editors:
About BioInvent
BioInvent International AB is a research-based pharmaceutical company focused on discovery and development of innovative antibody-based drugs against cancer. The company's pipeline currently includes three product candidates for the treatment of cancer.
The company has unique expertise in antibody drug development from initial concept to late clinical phase. The antibody library n-CoDeR® and the screening tool F.I.R.S.T.TM are two patented tools that enable identification of relevant human antibodies and disease targets during the discovery phase. The scope and strength of this platform is also used to develop antibody-based drugs in collaboration with partners who finance the development of the new drug, and provide BioInvent the right to milestone payments and royalties on sales. These partners include Bayer Pharma, Daiichi Sankyo, Mitsubishi Tanabe and Servier.
For further information, please contact:
Michael Oredsson
President and CEO
+46 (0)46 286 85 67
+46 (0)707 16 89 30
[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
[email protected]
www.bioinvent.com
Important information
The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares, subscription rights or other securities in BioInvent. Any invitation to the persons concerned to subscribe for shares in BioInvent will only be made through the prospectus that BioInvent estimates to publish on or about 25 March 2014.
This press release may not be published or distributed, directly or indirectly in or into the United States, Australia, Hong Kong, Canada or Singapore or any other jurisdiction where such action is wholly or partially subject to legal restrictions or where such action would require additional prospectuses, registrations or other actions in addition to what follows from Swedish law. Nor may the information in this press release be forwarded, reproduced or disclosed in such a manner that contravenes such restrictions or would require such requirements. Failure to comply with this instruction may result in a violation of applicable securities laws.
No subscription rights, BTAs (interim shares) or new shares will be registered under the United States Securities Act of 1933 (“Securities Act”) or securities legislation in any other state or other jurisdiction in the United States and may not be offered, subscribed, sold or transferred, directly or indirectly within the United States, other than pursuant to an exemption from the registration requirements of the Securities Act and in accordance with securities laws in relevant state or other jurisdiction in the United States.
This press release may contain forward-looking statements which reflect BioInvent's current view on future events and financial and operational development. Words such as “intend”, “expect”, “anticipate”, “may”, “believe”, “plan”, “estimate” and other expressions which imply indications or predictions of future development or trends, and which are not based on historical facts, are intended to identify forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties because they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the real outcome could differ materially from the forward-looking statements.
Information disclosed in this press release is provided herein pursuant to the Swedish Securities Markets Act and/or the Swedish Financial Instruments Trading Act. The information was submitted for publication at 12.00 a.m. CET, on 19 March, 2014.