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Primary insider trades and mandatory notification of trade by the CEO

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES

(Oslo, Norway, 28 January 2016) Reference is made to the announcement on 27 January 2016 (the Completion Announcement”) regarding conditional approval of a private placement (the ”Private Placement”) in Bionor Pharma ASA (the "Company"), through issuance of 63,380,282 new shares with a par value of NOK 0.25 at a subscription price of NOK 0.71 per share (the “Shares”) in addition to allocation of one warrant entitling to subscription of one new share with a par value of NOK 0.25 at a subscription price of NOK 0.71 per share (as further described in the Completion Announcement in total 63,380,282 warrants (the “Warrants”).

Certain primary insiders of the Company subscribed for and were allocated Shares and Warrants in the conditional Private Placement on the terms of the Private Placement. Details of primary insiders allocation and total holding of shares and options following completion of the Private Placement:

Name

Position

Allocated shares

Total shares

Total Warrants

Total options

Russell G. Greig

Chairman

92,400

162,830

92,400

 

Øystein Soug through Abakus AS1

Vice-Chairman

105,600

248,020

105,600

 

Thomas Hofstaetter

Board Member

70,423

105,638

70,423

 

Jerome B. Zeldis

Board Member

231,100

498,315

231,100

 

Bernd Seizinger

Board Member

89,700

124,915

89,700

 

Benedicte Fossum through Mittas AS2

Board Member

158,400

229,978

158,400

 

David Solomon

CEO

9,173,838

9,173,838

9,173,838

2,500,000

Jens Krøis

CFO

105,600

105,600

105,600

 

Kamilla Rolsted

Chief Strategy and Business Officer

132,000

132,000

132,000

500,000

Barbara Ruskin

General Counsel
Chief Patent Officer

92,900

92,900

92,900

500,000

Søren Keller

Chief Operating Officer

70,423

70,423

70,423

500,000

Cecilie Grue through Grue Invest AS3

Legal Director

105,600

105,600

105,600

 

1Abakus AS is controlled by Øystein Soug
2Mittas AS is controlled by Benedicte Fossum
3Grue Invest AS controlled by Cecilie Grue

Mandatory notification of trade by David H. Solomon
David H. Solomon was allocated a total of 9,173,838 Shares and 9,173,838 Warrants in the Private Placement. Following registration of the share capital increase with respect to the shares issued in the Private Placement, he will hold 2.93% of the issued shares of the Company. Following the allocation in the Private placement his total holding of shares, warrants and options calculated on the basis of the currently issued share capital of the Company (which is the basis for the calculation required in the Norwegian Securities Trading Act section 4-3) equals 8.36%.

Further information
David Horn Solomon, President and CEO, +45 22 20 63 00, dhs@bionorpharma.com
Jens Krøis, CFO, +45 20 80 16 68, jk@bionorpharma.com
Jørgen Fischer Ravn, VP Investor Relations & Communications, +45 20 30 39 03, jfr@bionorpharma.com

About Bionor
Bionor Pharma is a Norwegian biopharmaceutical company focused on advancing its proprietary therapeutic vaccine Vacc-4x in combination with other medicines toward a functional HIV cure. The company believes it has first mover potential based on clinical results to date and early adoption of now recognized clinical strategy. In December 2015, Bionor announced that the HIV ’Shock & Kill’ trial REDUC with Vacc-4x and romidepsin successfully met its primary endpoint by significantly reducing latent HIV reservoir and further demonstrated control of viral load. Bionor is currently planning BIOSKILL, a proof-of-concept Phase II trial, which may lead to a major value inflection point and partnering opportunities. Bionor currently retains full ownership rights to Vacc-4x, i.e., the upside potential from partnering or licensing remains with the company. Bionor is based in Oslo, Norway, and also has offices in Copenhagen, Denmark and New York, USA. Bionor is listed on Oslo Børs (OSE:BIONOR). More information about Bionor is available at www.bionorpharma.com.

Important information:
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. The Manager is acting for the Company and no one else in connection with the Private Placement and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients or for providing advice in relation to the Private Placement and/or any other matter referred to in this release.

Announcement as PDF.