SYGNIS Pharma AG Approves Capital Increase
Heidelberg, October 15, 2008 - Today the Management Board of the Heidelberg biotechnology company SYGNIS Pharma AG (Frankfurt: LIO; ISIN DE0005043509; Prime Standard) with the consent of the Supervisory Board approved an increase of the company’s share capital of EUR 28,563,676.00 by EUR 12,694,967.00 to EUR 41,258,643.00 by means of the issuance of 12,694,967 shares of common bearer stock without nominal value from authorized capital.
The new shares will be subscribed to by Sal. Oppenheim jr. & Cie KGaA, Frankfurt am Main ("Sal. Oppenheim") subject to the requirement that it will offer the shares for purchase to the company shareholders. As the shareholders’ subscription rights are secured the shareholders can subscribe to the new shares, which will include dividend participation rights starting April 01, 2008, at a ratio of 9:4 during the period commencing October 21, 00:00 Central European Summer Time and ending November 04, 2008, 12:00 pm (noon) Central European Time at a subscription price of EUR 1.44 per new share. It may also be possible to subscribe to additional new shares. The new shares will not be offered in a public offering. The new shares will have full profit participation rights for the fiscal year starting April 1, 2008. The listing of the new shares will occur at a later date. Further details on the capital increase will be contained in the subscription offer which is expected to be published in the electronic Bundesanzeiger on October 20, 2008.
The major shareholders dievini Hopp BioTech Holding GmbH & Co. KG and BASF SE have committed to Sal. Oppenheim jr. & Cie. KGaA to fully exercise the subscription rights to which they are entitled by virtue of their share ownership. They have further committed to Sal. Oppenheim jr. & Cie. KGaA to acquire all new shares that are not subscribed to by other shareholders at the subscription price.
The company will use the total net proceeds which are expected to be more than EUR 18 million for the clinical development of AX200 for use in the treatment of acute stroke, the further development of the existing project pipeline and the expansion of the pipeline by new projects.
This notice is for information purposes only, and does not constitute an offer for the sale of or a solicitation of offers for the purchase of subscription rights or securities in the United States of America (USA), Germany, or any other jurisdiction. Subscription rights and securities may not be offered or sold without registration or an exemption from the registration requirement under the US Securities Act of 1933 as amended and the securities laws of the individual US states. SYGNIS Pharma AG does not intend to register any portion of this offer in the USA or to make a public offering of subscription rights or securities.