EANS-Adhoc: Agennix AG Successfully Completes Rights Offering in the Amount of
Approximately Euro 27.5 Million
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ad-hoc disclosure pursuant to section 15 of the WpHG transmitted by euro
adhoc with the aim of a Europe-wide distribution. The issuer is solely
responsible for the content of this announcement.
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Company Information
07.12.2011
Company raises approximately Euro 11.3 million in cash and Euro 16.2 million
from the conversion to equity of an existing loan plus interest
Planegg/Munich (Germany), December 7, 2011 - Agennix AG (Frankfurt Stock
Exchange (Prime Standard): AGX/ISIN DE000A1A6XX4) today announced that the
Company has successfully completed its rights offering in which shareholders
subscribed to all of the offered 9,319,504 new no-par value bearer shares by the
end of the subscription period on December 6, 2011. In this transaction,
Agennix raised approximately Euro 11.3 million from subscriptions against cash
and approximately Euro 16.2 million from the conversion to equity of an existing
loan plus interest. The subscription price was Euro 2.95 per share, an
approximately 4% discount to the XETRA closing price of Euro 3.06 per Agennix
share on the Frankfurt Stock Exchange on November 16, 2011, the date of the
announcement of the rights offering. The Management Board, with the approval of
the Supervisory Board, has therefore resolved to increase the Company's share
capital from Euro 41,937,776 to Euro 51,257,280 by issuing 9,319,504 new shares.
The capital increase was a mixed capital increase of cash and contribution in
kind. The contribution in kind involved the contribution by the Company's major
shareholder, dievini Hopp BioTech holding GmbH & Co. KG (dievini), of the Euro
15.0 million loan made to Agennix in July 2010, plus approximately Euro 1.2
million in accrued interest. As previously agreed, dievini exercised all of its
subscription rights in the rights offering with respect to shares held by it,
which represented the principal amount of the loan plus the accrued interest. As
a result, Agennix has no further obligations regarding this loan. In addition,
dievini participated in the oversubscription offering. Following the completion
of the offering, dievini will hold approximately 65% of shares outstanding in
Agennix.
The entry of the capital increase in the commercial register is expected to
occur on or around December 9, 2011. The new shares are expected to begin
trading in the regulated market in the Prime Standard of the Frankfurt Stock
Exchange on or around December 14, 2011 under the existing stock identification
number AGX/ISIN DE000A1A6XX4.
Kempen & Co N.V. served as the sole global coordinator for the transaction.
END OF AD HOC ANNOUNCEMENT
About Agennix
Agennix AG is a publicly listed biopharmaceutical company that is focused on the
development of novel therapies that have the potential to substantially improve
the length and quality of life of critically ill patients in areas of major
unmet medical need. The Company's most advanced program is talactoferrin, an
oral immunotherapy that has demonstrated activity in randomized, double-blind,
placebo-controlled Phase II studies in non-small cell lung cancer and in severe
sepsis. Talactoferrin is currently in Phase III clinical trials in non-small
cell lung cancer and in a Phase II/III trial in severe sepsis. Other clinical
development programs include RGB-286638, a multi-targeted kinase inhibitor in
Phase I testing for cancer, and a topical gel form of talactoferrin for diabetic
foot ulcers. Agennix's registered seat is in Heidelberg, Germany. The Company
has three sites of operation: Planegg/Munich, Germany; Princeton, New Jersey and
Houston, Texas. For additional information, please visit the Agennix Web site at
www.agennix.com.
This ad hoc announcement contains forward-looking statements, which express the
current beliefs and expectations of the management of Agennix AG, including
statements about the Company's future cash position. Such statements are based
on current expectations and are subject to risks and uncertainties, many of
which are beyond our control, that could cause future results, performance or
achievements to differ significantly from the results, performance or
achievements expressed or implied by such forward-looking statements. Actual
results could differ materially depending on a number of factors, and we caution
investors not to place undue reliance on the forward-looking statements
contained in this ad hoc announcement. Forward-looking statements speak only as
of the date on which they are made and Agennix undertakes no obligation to
update these forward-looking statements, even if new information becomes
available in the future.
This ad hoc announcement is not for distribution, directly or indirectly, in or
into the United States (including its territories and possessions, any State of
the United States and the District of Columbia). These materials do not
constitute or form a part of any offer or solicitation to purchase or subscribe
for securities in the United States of America. The shares in Agennix AG (the
"Shares") mentioned herein may not be offered or sold in the United States
absent registration or an exemption from registration under the U.S. Securities
Act of 1933, as amended (the "Securities Act").
The Shares have not been, and will not be, registered under the Securities Act
and will not be offered or sold in the United States, except on the basis of
applicable exemptions from registration. There will be no public offering of
securities in the United States or elsewhere.
Agennix(TM) is a trademark of the Agennix group.
Further inquiry note:
Barbara Mueller
Manager, Investor Relations & Corporate Communications
Phone: +49 (0)89 8565 2693
ir@agennix.com
In the U.S.: Laurie Doyle
Senior Director, Investor Relations & Corporate Communications
Phone: +1 609 524 5884
laurie.doyle@agennix.com
Additional media contact for Europe:
MC Services AG
Raimund Gabriel
Phone: +49 (0) 89 210 228 0
raimund.gabriel@mc-services.eu
Additional investor contact for Europe:
Trout International LLC
Lauren Williams, Vice President
Phone: +44 207 936 9325
lwilliams@troutgroup.com
end of announcement euro adhoc
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issuer: AGENNIX AG
Im Neuenheimer Feld 515
D-69120 Heidelberg
phone: +49 89 8565 2693
FAX: +49 89 8565 2610
mail: ir@agennix.com
WWW: http://www.agennix.com
sector: Pharmaceuticals
ISIN: DE000A1A6XX4
indexes: CDAX, Prime All Share, Technology All Share
stockmarkets: regulated dealing/prime standard: Frankfurt, free trade: Berlin,
Hamburg, Düsseldorf, Hannover, München
language: English