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MailTurnhout, Belgium 21 December 2009 – Movetis, a European specialty pharmaceutical company focused on the discovery, development and commercialisation of proprietary, innovative and differentiated drugs for the treatment of diseases in the GI area with a high unmet medical need, announces today that Credit Suisse and KBC Securities, acting as Joint Global Coordinators and on behalf of the bank syndicate, have fully exercised the Over-allotment Option, in accordance with provisions contained in the initial public offering (IPO) prospectus.
At the IPO a total of 7,979,592 shares were allotted, of which 6,938,776 were new shares and 1,040,816 were over-allotment shares.
The full exercise of the Over-allotment Option will result in 1,040,816 new shares (without VVPR Strip) being issued by Movetis NV at the offer price of €12.25 per share, amounting to approximately 15% of the offering (before over-allotments and exercise of the Over-allotment Option). No stabilisation transactions have taken place
As a result, a total of 7,979,592 new shares of Movetis NV will have been placed on the market, equal to approximately 37.9% of the share capital of Movetis NV (after exercise of the Over-allotment Option), represented by 21,035,175 shares.
Transfer and payment of shares related to the Over-allotment Option has taken place on 21 December, 2009, at the offering price.
Movetis NV has now raised a gross amount of €97.75 million in its IPO: €85 million from the placement of new shares in the framework of the IPO and €12.75 million from the issue of new shares in connection with the exercise of the Over-allotment Option.
In accordance with Article15 of the Belgian Law of 2 May 2007 regarding the publication of major shareholdings in issuers whose securities are admitted to trading on a regulated market (the "Transparency Law"), Movetis also announces that the share capital of Movetis amounts to EUR 52,567,221.48, represented by 21,035,175 shares (the denominator). The total amount paid up on the shares (capital and issue premium) since incorporation amounts to EUR 160,431,002.
Movetis has an aggregate of 9,460,532 outstanding warrants, whereby six warrants give the right to subscribe for one share. Thus, the aggregate number of shares and voting rights that can be obtained upon exercise of the outstanding warrants when vested amounts to 1,576,755.
Movetis NV has not issued any other rights to subscribe for voting securities that have not yet been issued or any shares with voting rights.
The voting securities of Movetis NV are not divided into categories.
The Articles of Association of Movetis NV do not provide for an additional notification threshold.
This announcement is being communicated (a) in the UK only to persons who are qualified investors as described in section 86(7) of the Financial Services and Markets Act 2000 and (i) have professional experience in matters relating to investments falling within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”), or (ii) are persons falling within Article 49(2)(a) to (d) (“high net worth companies, unincorporated associations etc”) of the Order; and (b) to persons outside the UK only where permitted by applicable law (all such persons together being referred to as “relevant persons"). This announcement is only directed at relevant persons and other persons should not rely on or act upon this announcement or any of its contents.
This announcement does not contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, securities to any person in Australia, Canada, Japan, or the United States or in any jurisdiction to whom or in which such offer or solicitation is unlawful. The securities referred to herein may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or another exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Subject to certain exceptions, the securities referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan. The offer and sale of the securities referred to herein has not been and will not be registered under the Securities Act or under the applicable securities laws of Australia, Canada or Japan. There will be no public offer of the securities in the United States.
About Movetis
Movetis is a European specialty GI company that is focused on improving the lives of millions of patients – both adults and children – by discovering, developing and commercialising innovative treatments targeting GI conditions with a high unmet medical need. Movetis NV was founded in Belgium in November 2006 as a spin-off of Johnson & Johnson.
Movetis has a broad portfolio of GI products: Resolor® (prucalopride) is approved in the EEA for the indication “symptomatic treatment of chronic constipation in women in whom laxatives fail to provide adequate relief” and the marketing authorisation application is furthermore under review in Switzerland; two products are in Phase II development and Movetis has two prioritised compounds in preclinical development, all addressing important GI areas including ascites, paediatric reflux, refractory GORD (gastroesophageal reflux disease) and severe forms of irritable bowel syndrome. In addition, Movetis has rights to a large library of qualified lead compounds with potential for development in different GI indications and access to know how for compounds in secretory diarrhoea. The current portfolio is licensed from Janssen Pharmaceutica NV, Belgium and Ortho-McNeil Pharmaceutical Inc., two Johnson & Johnson companies.
Movetis shares are listed on Euronext Brussels under the ticker MOVE.
For further inquiries, please contact:
Movetis
Ingrid Jansen
+3214404390
Email
Citigate Dewe Rogerson
David Dible/Chris Gardner/Amber Bielecka
+44 (0) 207 638 9571
Email
