HALLE/SAALE, Germany, 5 October 2016 – Probiodrug AG (the “Company“) (Euronext Amsterdam: PBD), a biopharmaceutical company developing novel therapeutic solutions to treat Alzheimer’s disease (AD), intends to issue up to 744,248 new shares (the “New Shares“). The New Shares represent up to approximately 10% of the Company’s issued share capital. In this context, the Company’s management board has resolved, with approval of the Company’s supervisory board, to increase the share capital of the Company by EUR 744,248, from EUR 7,442,487 to EUR 8,186,735, against cash contribution by utilizing partially the Company’s authorized capital. The pre-emptive rights of the Company’s existing shareholders are excluded. The offering will take place by means of an accelerated bookbuilding.
The net proceeds from the transaction will be used primarily to support preparations of further clinical development of lead product PQ912 beyond the ongoing Phase 2a (SAPHIR) trial, in particular a long-term treatment (Phase 2b); support further development of PBD-C06 and PQ1565 and exploration of other mechanism-related indications; support exploration of business opportunities, in particular support a transaction based upon the data of the SAPHIR study; and strengthen the financial position of the Company.
The accelerated bookbuild offering will be launched with immediate effect and is expected to end before markets open tomorrow, subject to acceleration or extension. The Company will announce the results of the offering, including the final number of New Shares and the offer price per New Share, as soon as possible after the closing of the book building.
Following allocation of shares to investors participating in the offering, such investors will receive listed existing shares that are lent by a major shareholder in the Company. This shareholder will receive the New Shares in exchange for the listed existing shares lent by him. Investors participating in the transaction will be able to trade on Euronext Amsterdam any shares allocated to them as of such allocation, with settlement expected to take place on 10 October 2016.
In relation to the offering, the Company has agreed with the Joint Bookrunners to a market customary 90-day standstill period on future share issuances, waivable by the Joint Bookrunners.
Kempen & Co is acting as Global Coordinator and together with Bank am Bellevue and RBC Capital Markets as Joint Bookrunners in the offering.
The shares will be offered exclusively to institutional investors in Germany and elsewhere in Europe and in certain other jurisdictions.
For more information, please contact:
Dr Konrad Glund, CEO
Mary Clark, Supriya Mathur, Eva Haas
Tel: +44 (0) 203 440 5657
Notes to Editors:
About Probiodrug AG
Headquartered in Halle, Germany, Probiodrug AG (Euronext Amsterdam: PBD) is a biopharmaceutical company focused on the development of new therapeutic products for the treatment of Alzheimer’s disease.
Founded in 1997, the company successfully developed a novel therapeutic concept for diabetes – the DP4 inhibitors – which provided the basis for a novel class of antidiabetics – the gliptins. Its core capabilities are based on its long-standing expertise in the elucidation of the structure and function of enzymes involved in the modification of proteins and peptides, which play a central role in pathological conditions.
Today Probiodrug’s aim is to become a leading company in the development of Alzheimer’s disease treatments and to thereby provide a better life for Alzheimer’s disease patients. It has identified a new therapeutic concept linked to disease initiation and progression. The development approaches are targeting pyroglutamate-Abeta (pGlu-Abeta) as a therapeutic strategy to fight Alzheimer’s disease. The Company has medical use and composition of matter patents related to the inhibition of Glutaminyl Cyclase (QC) and anti-pGlu-Abeta- specific monoclonal antibodies, providing it, in the Company’s view, with a leading position in this field of research.
Probiodrug’s lead product candidate, PQ912, is a highly specific and potent inhibitor of Glutaminyl Cyclase (QC), which has shown therapeutic effects in Alzheimer’s animal models. PQ912 is currently in a Phase 2a study, the SAPHIR trial. In a preceding Phase 1 study with healthy young and elderly volunteers, PQ912 has shown to be safe and well tolerated and also revealed high QC-inhibition.
About Alzheimer’s disease
Alzheimer’s disease is a neurological disorder, which is the most common form of dementia, and ultimately leads to death. Because Alzheimer’s disease cannot be cured and is degenerative, the affected patients must increasingly rely on others for assistance. . Today, 47 million people live with dementia worldwide, and this number is projected to treble to more than 131 million by 2050, as populations age. Dementia also has a huge economic impact. Alzheimer’s also has an estimated, global societal cost of US$ 818 billion, and it will become a trillion dollar disease by 2018. (World Alzheimer Report 2016).
Forward Looking Statements
Information set forth in this press release contains forward-looking statements, which involve a number of risks and uncertainties. The forward-looking statements contained herein represent the judgment of Probiodrug AG as of the date of this press release. Such forward-looking statements are neither promises nor guarantees, but are subject to a variety of risks and uncertainties, many of which are beyond our control, and which could cause actual results to differ materially from those contemplated in these forward-looking statements. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in our expectations or any change in events, conditions or circumstances on which any such statement is based.
These materials are not for distribution, directly or indirectly, in or into the United States (including its territories and dependencies, 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. The existing and the new shares in Probiodrug AG (together 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 the Shares in the United States or anywhere.