After Initiation of PROSTVAC® Phase 3 Trial Bavarian Nordic Issues New Shares as Agreed Milestone Payment to Former Co-owners of BN ImmunoTherapeutics Inc.
16 November 2011
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Kvistgård, Denmark, November 16, 2011 - Bavarian
Nordic A/S (OMX: BAVA) today announced that its Board of Directors
has resolved to increase the Company's share capital and issue
213,716 new shares with a nominal value of DKK 10 to a price of DKK
38.65 per share. The new shares are issued as consideration for
Reiner Laus, CEO and President and two former employees of the
Company's subsidiary, BN ImmunoTherapeutics Inc., following the
successful completion of a milestone related to the initiation of
the Phase 3 trial with the prostate cancer vaccine,
PROSTVAC®.
As previously announced, Reiner Laus and the two former
employees are entitled to a consideration for their shares in BN
ImmunoTherapeutics Inc, which Bavarian Nordic acquired in 2009 to
obtain full ownership of the subsidiary. The consideration consists
in part of payments that are triggered upon the successful
completion of a number of pre-defined development milestones,
including the initiation of the PROSTVAC® Phase 3 trial.
The completion of above-mentioned milestone triggers a payment
for Reiner Laus and two former employees of BN ImmunoTherapeutics
Inc. totalling DKK 8.3 million, which are paid through the issue of
213,716 new shares, each with a nominal value of DKK 10.
Reference is made to the Company's announcements no. 26/2009,
no. 32/2009 and no. 31/2011.
Issue of new shares and authorisation to increase the
capital stock
Pursuant to section 5a in the Company's articles of
association, the Board of Directors of Bavarian Nordic is
authorised to increase the Company's share capital in one or more
issues with a total of nominally DKK 130,814,070, corresponding to
13,081,407 shares with a nominal value of DKK 10 each.
A total of 213,716 new shares with a nominal value of DKK 10
will be issued. The offering of new shares will be made to Reiner
Laus and the two former employees in the subsidiary. Existing
shareholders will not have pre-emption rights.
The issue of shares will be made through debt conversion.
The subscription price is determined as the as the average share
price ("closing price") for the Company's share on NASDAQ OMX
Copenhagen A/S in a period of 15 business days prior to November
16, 2011.
The new shares are expected to be admitted to trading and
official listing on NASDAQ OMX Copenhagen A/S before the end of
2011.
Following registration of the new shares, Bavarian Nordic's
nominal share capital will be DKK 260,943,610 corresponding to
26,094,361 shares with a nominal value of DKK 10 each.
Contact:
Anders Hedegaard, President & CEO.
Phone: +45 23 20 30 64