Key information relating to the conditional rights offering to be carried out by Bionor Pharma ASA
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES
(Oslo, Norway, 19 August 2016) Reference is made to the Company's announcement regarding completion of a private placement and a contemplated rights offering published yesterday. The private placement and rights offering are conditional upon approval by the shareholders in an extraordinary general meeting (the “EGM”) to be held on 9 September 2016, see separate announcement published today, 19 August 2016.
The Board has proposed to conduct a rights offering to existing shareholders as per the end of 9 September 2016 (the date of the EGM) who shall have preferential rights to subscribe for new shares in the rights offering, provided such shareholders are not resident in a jurisdiction where such offering would be unlawful, or would (in jurisdictions other than Norway) require any prospectus filing, registration or similar action. Subscription rights will not be awarded based on the shares subscribed for in the private placement. The subscription period in the rights offering will be two weeks and will commence as soon as practically possible after the EGM and the approval of a prospectus.
Key information in relation to the conditional rights offering:
Date on which the terms and conditions of the
rights offering were announced 18 August 2016
Last day including right 9 September 2016
Ex-date 12 September 2016
Record date 13 September 2016
Date of approval 9 September 2016
Maximum number of new shares in rights offering 525,000,000
Subscription price NOK 0.10
Shall the rights be listed yes/no Yes
This information is published in accordance with the requirements of the Continuing Obligations.
Per S. Thoresen, Chairman of the Board of Directors, +47 906 14 620
Unni Hjelmaas, Acting CEO, +47 915 19 651, email@example.com
Bionor Pharma's mission is to enable the immune system to fight HIV infection. Bionor is the first company, which has successfully completed a clinical trial using the shock and kill approach, thereby creating a strong foundation for further advancing its therapeutic vaccine Vacc-4x in combination with other agents towards a functional cure. The company believes it has first mover potential based on clinical results to date and early adoption of the shock and kill strategy. In December 2015, Bionor announced that the HIV trial REDUC with Vacc-4x and romidepsin successfully met its primary endpoint by reducing latent HIV reservoir and further demonstrated control of viral load. Bionor currently retains full ownership rights to the HIV immunotherapy Vacc-4x, i.e., the upside potential from partnering or licensing remains with the company's shareholders. Bionor is listed on Oslo Børs (OSE:BIONOR). More information about Bionor is available at www.bionorpharma.com.
The release is not for publication or distribution, in whole or in part directly or indirectly, in or into Australia, Canada, Japan or the United States (including its territories and possessions, any state of the United States and the District of Columbia).
This information is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. It is issued for information purposes only, and does not constitute or form part of any offer or solicitation to purchase or subscribe for securities, in the United States or in any other jurisdiction. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "Securities Act"). The securities may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into Australia Canada, Japan or the United States. The issue, exercise, purchase or sale of subscription rights and the subscription or purchase of shares in the Company are subject to specific legal or regulatory restrictions in certain jurisdictions. Neither the Company nor the Manager assumes any responsibility in the event there is a violation by any person of such restrictions.
The distribution of this release may in certain jurisdictions be restricted by law. Persons into whose possession this release comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
Announcement as PDF.