Basilea Pharmaceutica AG
Basilea launches a private placement of new shares by way of an accelerated bookbuilding
NOT FOR RELEASE, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL
Basel, Switzerland, February 23, 2021
Basilea Pharmaceutica Ltd ("Basilea" or the "Company") announced today the launch of an offering of up to 1 million new registered shares with a par value of CHF 1.00 per share. The net proceeds from this private placement will be used for i) the clinical development of Basilea’s clinical oncology drug candidates derazantinib and lisavanbulin, ii) pre-clinical research and development activities, and iii) working capital and other general corporate purposes, including investments in or in-licensing of complementary businesses, products or assets.
The new shares correspond to approximately 8% of Basilea’s currently issued share capital and will be issued from the Company's authorized share capital, excluding subscription rights of existing shareholders. The offer price of the new shares will be determined in an accelerated bookbuilding process, which will start immediately. The offer price as well as the number of new shares will be announced following the completion of the bookbuilding process, which is expected prior to market open on SIX Swiss Exchange on February 24, 2021. The transaction will be executed by way of a placement of shares offered exclusively to professional investors in Switzerland and qualified investors outside Switzerland and the United States of America pursuant to Regulation S of the US Securities Act of 1933, as amended (the "Securities Act") and in the United States to qualified institutional buyers as defined in Rule 144A under the Securities Act pursuant to an exemption from the registration requirements of the Securities Act.
The new shares are expected to be listed and admitted to trading on SIX Swiss Exchange on February 26, 2021. Payment and settlement are expected to take place on or around February 26, 2021. The new shares will rank pari passu with the existing shares.
In connection with the offering, Basilea has agreed to a 150-day lock-up period following the settlement, subject to customary exceptions. Members of the Board of Directors and Management of Basilea have agreed to a 150-day lock-up period following the settlement, subject to customary exceptions.
Cantor Fitzgerald, Credit Suisse and Bryan Garnier are acting as Joint Bookrunners in connection with the offering.
Basilea is a commercial-stage biopharmaceutical company founded in 2000 and headquartered in Switzerland. We are committed to discovering, developing and commercializing innovative drugs to meet the medical needs of patients with cancer and infectious diseases. We have successfully launched two hospital brands, Cresemba for the treatment of invasive fungal infections and Zevtera for the treatment of severe bacterial infections. We are conducting clinical studies with two targeted drug candidates for the treatment of a range of cancers and have a number of preclinical assets in both cancer and infectious diseases in our portfolio. Basilea is listed on the SIX Swiss Exchange (SIX: BSLN). Please visit basilea.com.
This communication constitutes neither an offer to sell nor a solicitation to buy securities referred to in it ("Securities") and it does not constitute a prospectus or a similar notice within the meaning of articles 35 et seqq. or 69 of the Swiss Financial Services Act. The offer and listing of the Securities will be made without the publication of a prospectus in reliance on the exemptions provided in article 36 paragraph 1 letter a and article 38 paragraph 1 letter a of the Financial Services Act.
These materials shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.
In particular, these materials are not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933. The Securities have not been and will not be registered. There will be no public offering of these Securities in the United States.
This communication does not constitute an "offer of securities to the public" within the meaning of Regulation 2017/1129 of the European Union (the "EU Prospectus Regulation") or the EU Prospectus Regulation as it forms part of UK domestic law by virtue of the UK European Union (Withdrawal) Act 2018 (the "UK Prospectus Regulation") of the Securities in any member state of the European Economic Area (the "EEA") or in the UK. Any offers of the Securities to persons in the EEA or in the UK will be made pursuant to exemptions under the EU Prospectus Regulation and the UK Prospectus Regulation from the requirement to produce a prospectus for offers of the Securities.
In member states of the EEA, this communication is being distributed only to, and is directed only at "qualified investors" within the meaning of Article 2(e) of the EU Prospectus Regulation ("Qualified Investors").
In the United Kingdom, this communication is being distributed only to, and is directed only at "qualified investors" within the meaning of Article 2(e) of the UK Prospectus Regulation who are also (a) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), or (b) high net worth entities, or (c) other persons to whom it may otherwise lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as "relevant persons").
Any investment or investment activity to which this communication relates is available only to Qualified Investors in the EEA and to relevant persons in the United Kingdom and will be engaged in only with Qualified Investors in the EEA and with relevant persons in the United Kingdom. Any person who is not a Qualified Investor or a relevant person, as appropriate, should not act or rely on this communication or any of its contents.
This communication expressly or implicitly contains certain forward-looking statements, such as "believe", "assume", "expect", "forecast", "project", "may", "could", "might", "will" or similar expressions concerning Basilea Pharmaceutica Ltd. and its business, including with respect to the progress, timing and completion of research, development and clinical studies for product candidates. Such statements involve certain known and unknown risks, uncertainties and other factors, which could cause the actual results, financial condition, performance or achievements of Basilea Pharmaceutica Ltd. to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Basilea Pharmaceutica Ltd. is providing this communication as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise.
For further information, please contact:
| Peer Nils Schröder, PhD|
Head of Corporate Communications & Investor Relations
|Phone||+41 61 606 1102|
This press release can be downloaded from www.basilea.com.
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