NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN THE UNITED STATES, CANADA,
AUSTRALIA OR JAPAN
Announcement no. 1/2007
To the Copenhagen Stock Exchange and the Press Copenhagen, 14 May 2007
Summary: Today, Exiqon A/S publishes a prospectus in connection with its
intended flotation on the Copenhagen Stock Exchange. The shares are offered in
the price range DKK 32 to DKK 42 per share. The company will host an information
meeting today, 14 May, at 2.00 pm (Copenhagen time) at the Hotel D'Angleterre,
Kongens Nytorv 34, DK-1022 Copenhagen, Denmark, at the Louis XVI room.
Exiqon A/S
Exiqon A/S (“Exiqon” or the “Company”) today publishes a prospectus in
connection with its initial public offering of new shares and admission to the
official list of the Copenhagen Stock Exchange. The prospectus contains a
description of the Company and the terms and conditions of the offering.
The offering
The Offering includes up to 8,690,000 new shares in Exiqon of DKK 1 nominal
value each in a public offering to retail and institutional investors in Denmark
and in a private placement to institutional investors in certain other
jurisdictions outside the United States. In addition, an over-allotment option
of 1,303,500 shares of DKK 1 nominal value each has been granted.
Danske Markets (division of Danske Bank A/S) is the Lead Manager and Bookrunner
and Handelsbanken Capital Markets (division af Svenska Handelsbanken AB (Publ))
is the Co-Lead Manager.
Offer period
The offer period commences on 22 May 2007 and closes on 29 May 2007 at 4:00 p.m.
(Copenhagen time), unless the offering is closed earlier, whether in whole or in
part. The Offering will not be closed in whole or in part before 4.00 p.m.
(Copenhagen) time 22 May 2007 (Copenhagen time). The offering may be closed for
applications for amounts up to and including DKK 2 million earlier than the rest
of the offering. Any announcement to that effect will be released through the
Copenhagen Stock Exchange.
Offer price
The shares are offered in the price range of DKK 32 to DKK 42 per share of DKK 1
nominal value and will be free of brokerage fees.
Proceeds
Based on the mid-point of the offer price range (DKK 37 per offer share) and
assuming that all the offer shares will be subscribed, the Company expects the
net proceeds from the offering to be DKK 294 million, assuming no exercise of
the over-allotment option or DKK 339 million assuming full exercise of the
over-allotment option.
Listing and trading
Prior to the offering, there has been no public market for the shares. An
application has been made for the Shares to be admitted to and listed for
trading on the Copenhagen Stock Exchange. Trading in the shares is expected to
commence on 31 May 2007.
Delivery and payment
Following the close of the offer period, investors will receive a statement
showing the number of shares allocated and the corresponding price. Registration
of the shares on investors' accounts with VP Securities Services is expected to
take place against payment on or about 4 June 2007. If the offer period closes
earlier than on 29 May 2007, settlement, clearance and listing may be moved
ahead accordingly.
Prospectus
The prospectus may be obtained from 14 May 2007 by contacting
Danske Bank A/S
Corporate Actions
Holmens Kanal 2-12
DK-1092 Copenhagen K
Denmark
Tel +45 702308 33 or
Handelsbanken Capital Markets
Amaliegade 3
P.O. Box 1032
DK-1007 Copenhagen K
Denmark
Tel +45 3341 8200
The prospectus will not be delivered to the USA, Canada, Australia or Japan.
The prospectus can also be downloaded at the website of Exiqon www.exiqon.com
Information meeting
An information meeting for analysts, the press and other interested parties will
be held today, 14 May 2007, at 2.00 pm (Copenhagen time). The meeting will be
held at:
Hotel D'Angleterre
Kongens Nytorv 34
DK-1022 Copenhagen K
Room: Louis XVI
At the meeting, Thorleif Krarup, Chairman, Lars Kongsbak, CEO, Hans Henrik
Chrois Christensen, CFO, and Michael Kallelis, General Manager Exiqon Inc. will
present the Company and the transaction and answer questions.
Further information
Lars Kongsbak, CEO, tel. +45 4566 0888 or +45 4090 2101
DISCLAIMER
Forward-looking statements
This announcement contains forward-looking statements regarding the Company's
future development and financial performance and other statements which are not
historical facts. Such statements are made on the basis of assumptions and
expectations which, to the best of the Company's knowledge, are reasonable and
well-founded at this time, but which may prove to be erroneous. The Company's
operations are characterised by the fact that its actual results may deviate
significantly from those described herein as anticipated, believed, estimated or
expected.
This announcement is not an offer to sell or a solicitation to buy any of the
shares that the Company may offer in connection with the potential IPO.
This announcement is not an offer of securities for sale in the Company. The
shares in the Company have not been registered under the U.S. Securities Act of
1933, as amended (the “Securities Act”) and may not be offered or sold in the
United States, unless so registered or an exemption from the registration
requirement under the Securities Act has been granted. Any public offering of
shares in the Company will be made by means of a prospectus that may be obtained
from the issuer and that will contain detailed information about the Company and
management, as well as financial statements.
This announcement is not being issued in the United States of America and may
not be distributed to U.S. persons (as defined in Regulation S of the U.S.
Securities Act of 1933, as amended) or publications available for general
distribution in the United States. This announcement is not an offer or a
solicitation to purchase securities in the United States. The securities of
Exiqon A/S' have not been registered under the Securities Act and may not be
offered, sold or delivered in the United States or to U.S. persons without
registration or inapplicable exemption from the registration requirements of the
US securities laws.
This announcement is solely communicated to or directed at persons who (i) are
outside the United Kingdom, or (ii) persons falling within article 19(5) of the
U.K. Financial Services and Markets Act 2000 (Financial Promotion) Order 2005,
as amended, (the “Order”) (investment professionals), or (iii) are persons
falling within article 49(2)(a)-(d) of the Order (“high net worth companies”,
unincorporated associations, etc.) (all such persons together being referred to
as “Relevant Persons”). Persons who are not Relevant Persons should not act on
the basis of or rely on this communication or the information contained therein.
Any investment or investment activity to which this communication relates is
available only to Relevant Persons and will be engaged in only with Relevant
Persons.
This announcement must not be released or made available in and must not be
released or made available to persons in the United States, Australia, Canada or
Japan.”