Merger exchange to take place on August 1, 2014
To NASDAQ OMX Copenhagen A/S
Announcement no. 19-14 / Copenhagen, July 24, 2014
Paris, (France), Copenhagen, (Denmark), July 24, 2014. In continuation of their joint company announcement of July 23, 2014, BioAlliance Pharma SA (Euronext Paris – BIO), an innovative company specialized in the development of drugs in orphan oncology diseases newly renamed Onxeo, and Topotarget A/S (NASDAQ OMX Copenhagen – TOPO), today announce that NASDAQ OMX Copenhagen has approved Onxeo’s admission to secondary trading and official listing on NASDAQ OMX Copenhagen to be effective as of August 1, 2014. From this date, BioAlliance Pharma as the continuing entity after the merger will also officially operate under the name Onxeo.
Judith Greciet, Chief Executive Officer of Onxeo, said: “We are very happy and proud of this final step marking the starting point for our new identity. Onxeo’s teams are ready and determined to unleash their synergistic potential to shape a dynamic player in the orphan oncology market”.
Anders Vadsholt, Chief Executive Officer of Topotarget, said: “With the combination of team’s expertise and a robust and innovative pipeline, Onxeo has solid basis to successfully conduct its mission to develop innovative drugs and provide patients with hope and significantly improve their lives”.
For more information on Onxeo reference is made to the admission prospectus of May 26, 2014 prepared by Onxeo and the company announcements issued by Onxeo, which are available on Onxeo’s website (www.bioalliancepharma.com). There has been no adverse material change in Onxeo compared with the information provided in the admission prospectus dated May 26, 2014.
Onxeo’s shares (including the newly issued shares) will remain admitted to trading on Euronext Paris.
The exchange of the Topotarget A/S shares against Onxeo's new ordinary shares in accordance with the merger plan is expected to occur on August 5, 2014.
Indicative expected timetable:
|Issuance of legality certificate by French authority||July 22, 2014|
|Registration by the Danish Business Authority of completion of the merger and deregistration of Topotarget A/S||July 28, 2014|
|Last day of trading of Topotarget A/S on NASDAQ OMX Copenhagen||
July 31, 2014
|Issuance of Onxeo's new ordinary shares||August 1, 2014|
|Admission to trading of Onxeo's new ordinary shares on Euronext Paris||August 1, 2014|
|Name change to Onxeo effective on Euronext||August 1, 2014|
|First day of trading of Onxeo SA on NASDAQ OMX Copenhagen in ISIN [FR0010095596]||August 1, 2014|
|Exchange of Topotarget shares with new ordinary shares in Onxeo SA through VP Securities (end of day) in accordance with the exchange ratio defined in the merger plan (2 Onxeo shares for each set of 27 Topotarget shares)||August 5, 2014|
|Settlement of payment for fractional entitlements||August 6, 2014|
For further information, please contact:
Judith Greciet, Chief Executive Officer +33 1 45 58 76 00
Nicolas Fellmann, Chief Financial Officer +33 1 45 58 76 00
Caroline Carmagnol - AlizéeRP +33 6 64 18 99 59
Bo Jesper Hansen, Executive Chairman of the Board +45 26 12 83 84
Anders Vadsholt, Chief Executive Officer +45 28 98 90 55
Michael Steen-Knudsen – Impact Communications +45 25 17 18 15
About BioAlliance Pharma
Dedicated to cancer treatments with a focus on resistance targeting and orphan products, BioAlliance Pharma conceives and develops innovative products for orphan or rare diseases. Created in 1997 and introduced to the Euronext Paris market in 2005, BioAlliance Pharma’s ambition is to become a leading player in these fields by coupling innovation to patient needs. The company’s teams have the key competencies required to identify, develop and register drugs in Europe and the USA. For more information, visit the BioAlliance Pharma web site at www.bioalliancepharma.com
Topotarget (NASDAQ OMX: TOPO) is a Danish-based biopharmaceutical company headquartered in Copenhagen, Denmark, dedicated to clinical development and registration of oncology products. In collaboration with Spectrum Pharmaceuticals, Inc., Topotarget focuses on the development of its lead drug candidate, belinostat, which has shown positive results in the treatment of hematological malignancies and solid tumors, obtained by both mono- and combination therapy. For more information, please refer to www.topotarget.com.
Onxeo will aim at becoming a global leader on the fast-growing market of orphan oncology drugs. It will hold a complementary portfolio of advanced programs targeting severe pathologies for which there is an unmet medical need. Onxeo will offer reinforced market attractiveness, notably towards specialized international investors, through a more important critical mass, a European scale, and a portfolio of high value-added products.
This announcement may contain forward-looking statements, including statements about Topotarget A/S’ expectations to the progression of Topotarget A/S’ clinical pipeline and with respect to cash burn guidance. Such statements are subject to risks and uncertainties of which many are outside the control of Topotarget A/S, and which could cause actual results to differ materially from those described. Topotarget A/S disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, unless required by Danish law.