Copenhagen, 19 October 2009 - NeuroSearch A/S (NEUR) (the “Company”) today publishes an offering circular in connection with an offering of shares with preemptive rights to the shareholders of the Company. Reference is made to the offering circular in its entirety for a description of the Company and the Offering. The subscription ratio is 3:7 which means that shareholders will be allocated three (3) preemptive rights for each existing share held and that seven (7) preemptive rights entitle shareholders to subscribe for one (1) new share against payment of the offer price. Reasons for the Offering and use of proceeds The reason for the Offering is to provide NeuroSearch with funding for future development of its pipeline, for research activities, general corporate purposes and to strengthen NeuroSearch's negotiating position in relation to licence partners. The gross proceeds from the Offering are expected to amount to approximately DKK 443 million if the Offering is fully subscribed. Flemming Pedersen, CEO of NeuroSearch commented; ”It is our vision to transform NeuroSearch from being solely an innovative research and development focused company into becoming a fully integrated CNS speciality pharma company. In the coming year we expect to be able to initiate market registration of our first product - Huntexil™ for the treatment of Huntington's disease - while also advancing a broad pipeline of other promising drug candidates. We are determined to make this succeed and wish to strengthen our capital resources to maximise NeuroSearch's strategic position for continued development.” Offering The Offering comprises up to a maximum of 7,387,641 new shares with a nominal value of DKK 20 each with preemptive rights to the existing shareholders. Offer price The offered shares are offered at DKK 60 per share, free of brokerage. Preemptive rights On Monday 26 October 2009 at 12.30 p.m. CET, the Company's shareholders will be allocated three (3) preemptive rights for each existing share with a nominal value of DKK 20 each held in the Company. Shares traded after Wednesday, 21 October 2009 at 5:00 pm CET, will be traded ex preemptive rights and, accordingly, will not entitle the holder to subscribe for offered shares at the offer price. Subscription ratio Seven (7) preemptive rights will entitle the holder to subscribe for one (1) offered share against payment of the offer price. Subscription period The subscription period for the offered shares commences on Tuesday, 27 October 2009 at 9.00 am CET, and closes on Monday, 9 November 2009 at 5.00 pm CET. Preemptive rights that are not exercised during the subscription period will lapse with no value, and the holder of such preemptive rights will not be entitled to compensation. Listing and trading of the offered shares The offered shares will be registered under a temporary ISIN code. The offered shares will not be traded and officially listed on NASDAQ OMX Copenhagen A/S under the temporary ISIN code. The temporary ISIN code is expected to be merged with the permanent ISIN code for the Company's existing shares (DK0010224666) with VP Securities as soon as possible following the registration of the capital increase with the Danish Commerce and Companies Agency. The merger of the ISIN codes will take place in VP Securities and is expected to occur on Tuesday, 17 November 2009. Trading in preemptive rights The preemptive rights for the offered shares may be traded on NASDAQ OMX Copenhagen A/S from Thursday, 22 October 2009 at 9.00 am CET, until Wednesday, 4 November 2009 at 5.00 pm CET. Underwriting The Offering is not underwritten. Joint Global Coordinators Danske Markets (division of Danske Bank A/S) and Handelsbanken Capital Markets (division af Svenska Handelsbanken AB (publ)) are Joint Global Coordinators for the Offering. Offering circular Requests for copies of the offering circular containing detailed information on NeuroSearch and the Offering may be addressed to: Danske Bank A/S Corporate Actions Holmens Kanal 2-12 DK-1063 Copenhagen K Telephone: +45 70 23 08 34 E-mail: prospekter@danskebank.dk. Handelsbanken Capital Markets Havneholmen 29 DK-1561 Copenhagen V Telephone: +45 33 41 86 14 E-mail: prospekt@handelsbanken.dk Flemming Pedersen CEO Contact persons: Flemming Pedersen, CEO, telephone: +45 4460 8214 or +45 2148 0118 Hanne Leth Hillman, Vice President, Director of Investor & Capital Market Relations, telephone: +45 4460 8212 or +45 4017 5103 About NeuroSearch NeuroSearch (NEUR) is a Scandinavian biopharmaceutical company listed on NASDAQ OMX Copenhagen. The core business of the company covers the development of novel pharmaceutical agents, based on a broad and well-established drug discovery platform focusing on ion channels and central nervous system (CNS) disorders. A substantial share of the activities is partner financed through strategic alliances with Janssen Pharmaceutica, Eli Lilly and Company and GlaxoSmithKline (GSK), and a license collaboration with Abbott. The drug pipeline comprises eight clinical (Phase I-III) development programmes: Huntexil™ (pridopidine) for Huntington's disease (Phase III), tesofensine for obesity (Phase III ready), ABT-894 for ADHD (Phase II) in partnership with Abbott, ACR343 for schizophrenia (Phase II ready), ACR325 to treat dyskinesias in Parkinson's disease (Phase Ib), ABT-560 for the treatment of cognitive dysfunctions (Phase I) in collaboration with Abbott, NSD-788 for anxiety (Phase I) and NSD-721 for social anxiety disorder (Phase I) in partnership with GSK. In addition, NeuroSearch has a broad portfolio of preclinical drug candidates and holds equity interests in several biotech companies. Forward looking statement disclaimer This announcement contains certain forward-looking statements, including statements about the Company's business and the Offering. Such forward-looking statements are based on data, assumptions and estimates that the Company considers to be reasonable. They may change or be amended owing to uncertainties related to the economic, financial, competitive and regulatory environment, and market conditions. In addition, the Company's business activities and its ability to meet its goals may be adversely affected if one or more of the risks that are set forth in the offering circular prepared by the Company for the purposes of the Offering materialise, or if other risks, currently unforeseen or considered insignificant, materialise. The Company does not undertake to meet or give any guarantee that it will meet its goals. Investors are urged in particular to pay careful attention to the risk factors described in the offering circular before making their investment decision.
NeuroSearch today publishes an offering circular in connection with a rights issue of up to a maximum of 7,387,641 new shares with a nominal value of DKK 20 each at DKK 60 per share (the
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