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OncoMethylome Sciences Closes IPO
and Will be Listed Tomorrow on Eurolist by Euronext
Brussels and Euronext Amsterdam
Total Amount of EUR22 Million is Raised at EUR7.50 per
Share
LIEGE (BELGIUM) - June 26, 2006 -
OncoMethylome Sciences SA, a molecular diagnostics company
with activities in Belgium, the Netherlands, and the
USA, announces today the details of its capital increase
and listing on the Eurolist by Euronext Brussels and
Euronext Amsterdam. Following the subscription to the
offered shares, OncoMethylome Sciences will issue 2,933,334
new shares for a total amount of EUR22 million at a
price of EUR7.50 per share. In the event that the 15%
over-allotment option is exercised in full, a total
amount of EUR25 million will be raised in the offering.
Results of the Offering
The offering consists of new shares amounting to EUR22
million, which may be increased to EUR25 million for
the purpose of covering over-allotments. Approximately
12% of the shares will be allocated to retail investors
in Belgium and The Netherlands. Their demand will be
allotted in full. The remaining shares will be allocated
to institutional investors in Belgium, The Netherlands
and elsewhere in Europe. 666,669 shares are allocated
to existing shareholders Life Sciences Partners and
Edmond de Rothschild Investment Partners. A further
533,334 shares are allocated to Fortis and ING.
The shares will be listed and traded on the Eurolist
by Euronext Brussels and Euronext Amsterdam as from
June 27, 2006 on an "if-and-when-issued-basis".
The shares will be delivered to the investors on or
about June 30, 2006. The offering was organized by ING
and Fortis as joint book runners and joint lead managers
and Kempen & Co as co-manager.
Number of Shares
In total, 2,933,334 new shares will be issued, at a
price of EUR7.50 per share. Together with the existing
shares, the number of outstanding shares will be 10,010,954.
The joint lead managers have been granted an option
on an additional 440,000 new shares, amounting to EUR3.3
million, for the purpose of covering over-allotments.
This option is exercisable as of the first day of listing
until 30 calendar days thereafter. Including the option
3,373,334 shares are allocated. The offered shares represent
29% of outstanding shares, or 32%, if the over-allotment
option is exercised in full. Listing and Trading
Listing and trading of all the shares of OncoMethylome
Sciences on the Eurolist by Euronext Brussels (ticker
ONCOB) and the Eurolist by Euronext Amsterdam (ticker
ONCOA) will start on June 27, 2006. Until the payment
date of June 30, 2006 the shares will be traded on an
"if-and-when-issued" basis. Until June 30,
2006, the closing of the offering and the delivery of
the
shares can be suspended or cancelled.
Comments
"The fact that we were able to close our IPO in
today's challenging market conditions reflects the positive
feedback we received from the investment community about
the quality of our company and its broad product pipeline.
We are proud to be the first Eurolist Brussels listing
this year," said Herman Spolders, Chief Executive
Officer of OncoMethylome Sciences. "The new funds
raised, together with our existing EUR12 million cash
position, will enable us to execute on our strategy
and develop novel molecular tests that improve cancer
patient care."
OncoMethylome Sciences'
Activities
OncoMethylome Sciences develops patent-protected molecular
tests to assist physicians in effectively detecting
and treating cancer. Specifically, the company's tests
are designed to help the physician accurately detect
cancer in early stages of cancer development, predict
a patient's response to drug therapy, and predict the
likelihood of cancer recurrence. OncoMethylome Sciences'
tests work by identifying DNA gene methylation patterns,
which are correlated with the development of cancer.
The clinical potential of the methylation technology
on which the company's tests are based has been demonstrated
and published by multiple leading oncology centers,
including the Johns Hopkins University (USA) which invented
the underlying technology. OncoMethylome Sciences believes
that its patent-protected diagnostics and personalized
treatment solutions address an important and growing
medical need in the oncology healthcare sector. OncoMethylome
Sciences boasts a broad product development pipeline
consisting of nine products, and a solid partnering
track record. The company's first product, a test for
early detection of prostate cancer, is in the final
stages of product development, and has been partnered
for commercialization with Veridex LLC, a Johnson &
Johnson company. In addition, OncoMethylome Sciences
entered into a partnership with Schering-Plough for
predicting brain tumor response to the Schering-Plough
drug temozolomide (Temodal®). Additional products
in the company's pipeline include diagnostic tests for
early detection of colorectal, bladder, lung, breast
and cervical cancers, as well as products for personalized
treatment, such as other tests to predict tumor response
to cancer drug therapies. At present, OncoMethylome
Sciences' products are not yet commercially available.
Established in January 2003, OncoMethylome Sciences
is headquartered in Liège (Belgium), where its
development laboratory is located. The company's personalized
treatment and gene marker discovery services are carried
out in its Leuven (Belgium) facilities, while the development
team based in Amsterdam (The Netherlands) works closely
with several leading Dutch cancer research institutes,
such as the Amsterdam Free University Medical Center,
the GROW institute at the University Hospital of Maastricht,
and the University Hospital in Groningen. The Durham
(NC, USA) office houses the company's business and clinical
development personnel.
OncoMethylome Sciences' Strategy
OncoMethylome Sciences is focused on setting a new
standard in the diagnosis and care of cancer patients
by providing treating physicians with more accurate
and informative diagnostic tools. In order to bring
its novel molecular tests to the market quickly, the
company complements its internal research and development
capabilities with those of its extensive network of
clinical research collaborators and proven oncology
thought leaders. The company's product development priorities
are driven by strict market criteria in consultation
with its clinical research collaborators as well as
potential commercial partners. With regard to the commercialization
of its tests, the company enters partnerships with leading
service laboratories as well as diagnostic companies.
Distribution via CLIA-certified service laboratories
in the USA is a key element of OncoMethylome's commercialization
strategy, potentially allowing the company to generate
early revenues as CLIA-certified service laboratories
are able to sell testing services prior to the FDA approval
of test kits. Historically the company has structured
its commercial partnerships as licensing agreements
with its partners responsible for final product development,
manufacturing, regulatory approval, as well as marketing
and sales. OncoMethylome is typically entitled to upfront
and milestone fees, as well as royalties on sales resulting
from such agreements.
For further information, please contact:
Lucija Turcinov
Tel. +32-479-801-902
Lucija.Turcinov@oncomethylome.com
This announcement does not constitute an offer
of securities for sale in the United States of America
nor does it constitute an offer to sell, or the solicitation
of an offer to buy, and there shall not be any sale
of the securities, in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior
to its registration or qualification under the laws
of such jurisdiction. Neither this announcement nor
any copy of it may be taken into the United States of
America or distributed or published, directly or indirectly,
in the United States of America. Any failure to comply
with this restriction may constitute a violation of
US securities law. The securities referred to herein
have not been and will not be registered under the US
Securities Act of 1933, as amended (the "Securities
Act"); and may not be offered or sold in the United
States or to or for the benefit of US persons (as such
term is defined in Regulation S pursuant to the Securities
Act) unless they are registered pursuant to the Securities
Act or pursuant to an available exemption therefrom.
No public offering of securities of OncoMethylome Science
is being made in the United States of America. |