French Biotech Neovacs SA Targets 20 Million Euros in IPO
3/19/2010 8:27:26 AM
Paris, France March 19, 2010. NEOVACS, a biotechnology company developing proprietary immunotherapies for autoimmune and chronic diseases, today announced that on March 18th, the Autorité des Marchés Financiers (AMF, the French stock market regulator) approved the Company's Prospectus (reference number 10-055) relating to its planned Initial Public Offering on the Alternext exchange. NEOVACS is seeking to raise approximately €20 million in new capital (excluding the potential exercise of the extension and over-allotment options).
“The funds raised in our IPO should enable us to accelerate the development of our product portfolio in general and that of our most advanced compound (TNFa-Kinoid®) in particular. This immunotherapeutic is now moving into a Phase II clinical trial in rheumatoid arthritis. It is also scheduled to enter Phase II in Crohn's disease in the middle of this year, and already generated very encouraging interim results in this disease. The funds will also allow us to take our second candidate (IFNa-Kinoid®) into the clinic. IFNa-Kinoid is an anti-interferon alpha immunotherapy for the treatment of lupus. Being a listed company should also raise our profile internationally" said NEOVACS’ CEO, Guy-Charles Fanneau de La Horie.
A new generation of immunotherapeutics
On the basis of cutting-edge academic research performed at Pierre and Marie Curie University (Paris, France), NEOVACS has developed a new generation of immunotherapeutics for treating cancer and autoimmune and inflammatory diseases such as rheumatoid arthritis, Crohn's disease, lupus, psoriasis and age-related macular degeneration (AMD).
The Kinoid® approach is a true technological breakthrough which has enabled the company to develop innovative active immunotherapies which have the potential to address currently unmet major medical needs, in terms of efficacy, safety, ease of treatment and cost-effectiveness.
A strong pipeline and huge market potential NEOVACS now has 3 Kinoid® drug candidates (TNFa-K, IFNa-K and VEGF) in advanced development. The market potential for these drugs is huge: over 16 billion US dollars (1) for TNFa-K and between 3 and 5 billion (1) for each of the other two Kinoids®.
(1) La Merie Business Intelligence, Datamonitor, company annual rapports, Lazard
The quality of NEOVACS' know-how and technologies have already been acknowledged by leading medical researchers worldwide: the company's innovations have featured extensively in the most prestigious scientific meetings and journals over the last 3 years: the “Proceedings of the National Academy of Sciences” (PNAS), the 2009 GASTRO conference in London, the 2009 American College of Rheumatology meeting in Philadelphia, the 2009 European Association for Vision and Eye Research conference, etc.
IPO on Alternext will accelerate execution of ambitious strategy
NEOVACS' mid-term ambition is to replace existing therapies and capture this vast market. Listing on Alternext will enable the company to achieve its upcoming development milestones, such as demonstration of clinical efficacy for TNFa-K and the launch of the first-in-man clinical trials for IFNa-K.
The biotech company NEOVACS aims at becoming a major player in the treatment of autoimmune disease, inflammatory disease and cancer. It was founded as a spin-off from Pierre & Marie Curie University in Paris. The company is a leader in the field of active immunotherapy against human cytokines, thanks to a new approach based on therapeutics called Kinoids®. NEOVACS' portfolio currently consists of drug 3 candidates: TNFa-K, IFNa-K and VEGF-K. TNFa-K was selected by Thomson Reuters as the most promising drug to have entered Phase II clinical trials in 2008.
The most advanced candidate (TNFa-K) is an immunotherapy which targets a number of inflammatory diseases involving TNFa. It is moving into Phase II clinical trials in rheumatoid arthritis and is also scheduled to enter Phase II in Crohn's disease in the middle of 2010. This drug candidate is also the focus of a collaboration with the diagnostics company BMD, with the goal of developing theranostic tools for personalized care in patients who fail to respond to today's existing treatments (monoclonal antibodies). This program is receiving financial support from Oséo, the French state innovation agency.
In the first half of 2010, the company is also set to initiate first-in man clinical trials for its second candidate product, IFNa-Kinoid - an immunotherapy which targets interferon alpha (IFNa) and has an indication in lupus.
The company's R&D efforts have generated a broad patent estate, providing excellent protection of its technology platform and the derived Kinoid® therapeutics. NEOVACS' main investors are Truffle Capital, Novartis Venture Fund and OTC Asset Management. For more information, visit the NEOVACS web site at www.NEOVACS.com.
Terms and conditions of the Offer
Number of shares covered by the Public Offering and the Global Offering:
The initial offering: a maximum of 3 846 154 shares through an increase in the shareholders' equity, i.e. 27.46% of the post-IPO equity and an overall amount of €20 million.
Extension clause: The number of new shares may be increased by up to 576 923 new shares, i.e. 15% of the initial offering.
The overallotment option: The number of new shares may be increased by up to 663 461 additional shares, i.e. 15% of the initial offering (including total exercise of the extension clause).
If the extension clause and the overallotment option are exercised, the amount raised from the IPO would reach €26.4 million and the float will stand at 36.3% of the total shareholders' equity.
Indicative price range: €5.2-€6.0 per share
Structure of the Offering: If there is sufficient demand in the Opened-Price Offering (OPO), the final number of shares allocated in response to orders placed under the terms of the OPO shall amount to at least 10% of the total number of shares offered in the Offering, after taking the extension clause into account and in compliance with article 321-115 of the AMF's General Regulations.
Lock-up arrangement: All shareholders holding over 2.5% of the equity, together with members of Management and Board, have irrevocably agreed to retain the shares they hold in Neovacs and as a result will not offer them for sale, cede, pledge or otherwise transfer them in any way. This provision applies to 100% of their shareholdings for 180 days, 70% for 270 days and 50% for 360 days, all from the first quotation date on the Alternext market.
ISIN code: FR0004032746 Ticker code: ALNEV
INDICATIVE TIMELINE FOR THE IPO:
March 19, 2010 Opening of the Public Offering and of the Global Offering.
March 30, 2010 Closing of the Public Offering and the Global Offering (5pm Paris time).
March 31, 2010 The offer price is set. Shares are admitted to the market. NYSE Euronext Paris issues a statement on the outcome of the Public Offering. Publication of a corporate press release specifying the conditions of the Offering and the outcome of the opened-price offering. April 7, 2010 Settlement and delivery of the shares.
April 8, 2010 Trading starts on Alternext of NYSE Euronext Paris.
April 30, 2010 Time limit to exercise overallotment option End of stabilization period
Copies of the prospectus may be obtained from the AMF website http://www.amf-france.org (reference # 10-055, dated 18 March 2010) or are available free of charge from NEOVACS (3-5 impasse Reille, F-75014 Paris, France) and financial institutions authorized to receive subscriptions. The prospectus can also be viewed on the NEOVACS website (www.neovacs.fr) and the AMF website (www.amf-france.org).
Risk is inherent in all equity investments. Investors are to consult the risk factors section related to activity described in chapter 4 of part 1 of the prospectus and risks related to operation described in chapter 2 of part 2 of the prospectus.
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