DGAP-News: Probiodrug AG / Key word(s): Capital Increase
09.04.2019 / 18:09
The issuer is solely responsible for the content of this announcement.
NOT FOR PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
Probiodrug raises EUR 8.2 million from investors in successful private placement of new shares
- Capital increase of its share capital by issuing 4,093,367 new shares at a purchase price of EUR 2 per new share
- Consortium of strategic investors led by Claus Christiansen, founder and chairman of Nordic Bioscience invests EUR 6.2 million
HALLE (SAALE), Germany, 9 April 2019 - Probiodrug AG (Euronext Amsterdam: PBD, ISIN: DE0007921835, the "Company") announced that its management board with the consent of the supervisory board resolved today to increase its share capital from EUR 8,208,009 by EUR 4,093,367 to EUR 12,301,376 by issuing 4,093,367 new shares ("New Shares") against cash contributions, representing 50% of its existing share capital. The New Shares will be issued from the Company's authorized capital, where the pre-emptive rights of the Company's existing shareholders are excluded in accordance with the articles of association of the Company.
The Company sold the New Shares to selected investors in a private placement at a purchase price of EUR 2 per New Share. 3.1 million New Shares were sold to a consortium of investors led by Mr. Claus Christiansen founder and chairman of the board of Nordic Bioscience, Denmark ("Investor Consortium"). The Investor Consortium has a strategic interest in the Company and intends to support the Company's further development on a long-term basis.
Additional 750,000 New Shares were sold to other investors. The remaining New Shares 243,367 New Shares were subscribed by and sold to certain members of the executive board and supervisory board to support the implementation of the transaction.
1,641,601 New Shares are expected to be admitted to trading on Euronext Amsterdam based on an exemption to publish a securities prospectus and delivered to the investors with settlement expected to take place on April 15, 2019. The remaining 2,451,766 non-admitted New Shares will be delivered to the Investor Consortium that has declared to accept also non-admitted New Shares underlining its intended long-term engagement. The Company intends to have also the non-admitted New Shares admitted to trading on the basis of a securities prospectus in due course expected to be published in the third quarter 2019.
The Company will use the proceeds from the private placement to prepare and partially to implement the European Phase 2b clinical study to investigate the safety and efficacy of the optimal dose range of Probiodrug's lead product candidate PQ912 in early AD patients.
ODDO SEYDLER BANK AG acted as Capital Markets Advisor, KAS Bank N.V. acted as Settlement Agent.
For more information, please contact:
Dr. Ulrich Dauer, CEO
MC Services AG
Anne Hennecke, Susanne Kutter
Tel: +49 (0) 211 529 252 27
Notes to Editors:
About Probiodrug AG
Headquartered in Halle (Saale), Germany, Probiodrug AG (Euronext Amsterdam: PBD) is a clinical stage biopharmaceutical company focused on the development of new therapeutic products for the treatment of Alzheimer's disease (AD). Probiodrug has identified a new therapeutic concept linked to disease initiation and progression. The development approaches are targeting a key neuro-/synaptotoxic component of the pathology, pyroglutamate-Abeta (pGlu-Abeta) as a therapeutic strategy. Its lead product, PQ912, has successfully completed a Phase 2a (SAPHIR) study. The company's pipeline also includes PBD-C06, an anti-pGlu-Abeta-specific monoclonal antibody, in preclinical development. Probiodrug has medical use and composition of matter patents related to the inhibition of QC and anti-pGlu-Abeta-specific monoclonal antibodies, and has, in the Company's view, a leading position in this field of research. www.probiodrug.de
PQ912, is a first in class, highly specific and potent inhibitor of Glutaminyl Cyclase (QC), the enzyme catalyzing the formation of synaptotoxic pGlu-Abeta. PQ912 has shown therapeutic effects in AD animal models. A Phase-1 study in healthy young and elderly volunteers revealed a dose dependent exposure and showed good safety and tolerability up to the highest dose resulting in >90% target occupancy in the spinal fluid. In June 2017, Probiodrug announced top-line data of the Phase-2a SAPHIR trial of PQ912 and presented the study results at CTAD 2017. Results strongly support (a) the hypothesis of pGlu-Abeta being synaptotoxic and (b) the therapeutic concept pursued by Probiodrug. The study provides important guidance how to move forward with the development of PQ912 as a disease-modifying drug for AD. Altogether, the results make the program highly attractive for further development; the company has initiated the preparation of a Phase 2b core program.
About Alzheimer's disease
Alzheimer's disease is a neurological disorder, which is the most common form of dementia. Today, 50 million people live with dementia worldwide, and this number is projected to treble to more than 152 million by 2050. Dementia also has a huge economic impact. Alzheimer's has an estimated, global societal cost of US$ 1 trillion, and it will become 2 trillion dollar disease by 2030. (World Alzheimer Report 2018).
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.
09.04.2019 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de