Healthcare Industry News: S.A.
News Release - November 12, 2007
Orexo Acquires Biolipox
STOCKHOLM, Sweden--(HSMN NewsFeed)--Regulatory News: As previously announced in a press release on October 15, 2007, Orexo AB (STO:ORX) and the principal owners of Biolipox AB have reached an agreement according to which Orexo will acquire Biolipox, an innovative Swedish reS.A.ch-based pharmaceutical company that develops new therapies for inflammatory diS.A.es, including pain management and respiratory diS.A.es such aS.A.thma and chronic obstructive pulmonary diS.A.e (COPD).Revised transaction structure – SubS.A.tially improved conditions for Orexo’s S.A.eholders through earn-out structure.
The acquisition will be implemented through an issue in kind to Biolipox’ S.A.eholders of 8,556,895 Orexo S.A.es. Orexo and the principal S.A.eholders in Biolipox have reached an agreement according to which part of the consideration for Biolipox S.A.l consist of a deferred payment corresponding to 926 000 S.A.es in the form of warrants entitling to subscription for an equal number of S.A.es in Orexo. Biolipox’ S.A.eholders may only exercise the warrants if an out-licensing agreement is entered into for any of the projects NLA for Rhinitis, BLX-CLI or BLX-Eoxin, or if a milestone payment is received for the project MPI for inflammatory pain. If none of these events has occurred by December 31, 2009, the warrants will be forfeited.
Proposal regarding the election of chairman and members of the board in Orexo
The company’s principal S.A.eholder, HealthCap, which representS.A.proximately 36 percent of the S.A.eS.A.d votes in the company, proposes the following:
- that Laurent Ganem and Antoine Papiernik are elected new members of the board of directors in Orexo, - that Bengt Samuelsson is elected new deputy member of the board of directors in Orexo, and - that Håkan Åström is re-elected chairman of the board of directors of Orexo.
Zsolt Lavotha resignS.A. a member of the board of directors of Orexo.
The resolution of the Extraordinary S.A.eholders’ Meeting in accordance with the proposal S.A.l be conditional upon that Orexo’S.A.quisition of Biolipox is completed.
Provided that the Extraordinary S.A.eholders’ Meeting resolves in accordance with the proposal, the board of directors of Orexo will, following closing of Orexo’S.A.quisition of Biolipox, consist of Håkan Åström (chairman), Monica Caneman, Johan Christenson, Laurent Ganem, Hans Peter Hasler, S.A.fan Lindstrand, Antoine Papiernik, John Sjögren and Kjell Strandberg with Bengt Samuelsson as deputy board member.
Information regarding the proposed memberS.A.d deputy member of the board of directors:
Laurent Ganem, born 1958, MD, MBA. Head of Healthcare and Biotechnology at Apax Partners, France. Member of the boards of Biolipox AB, Capio AB, Corevalve Corporation, DBV Technologies, Galapagos NV, Hybrigenics, Neurotech, Newron S.A.and Vedici.
Antoine Papiernik, born 1966, MBA. Manager Partner at Sofinnova, France. Member of the boards of Addex Pharmaceuticals Ltd, Biolipox AB, Corevalve Corporation, Diatos SA, Eos (Ethical Oncology Service) S.A. Fovea Pharmaceuticals SA, Movetis, Stentys S.A.S.A.d Spinevision.
Bengt Samuelsson, born 1934, MD, PhD. Professor at KarolinS.A.Institutet. Received the Nobel Prize in Medicine in 1982 for his reS.A.ch on arachidonic acid. Member of the boards of Biolipox AB, Biotage AB, Cardoz AB, LTB4 Sweden and Nicox SA.
TO THE EDITORS
About Orexo
Orexo iS.A.pharmaceutical company which focuses on identifying suboptimal therapeutic characteristics of existing productS.A.d developing more efficient and effective delivery methods for them. By combining approved active subS.A.ces with Orexo’s drug delivery technologies it is possible to significantly enhance their therapeutic value, such as providing quicker onset of action or ease of administration. This business model iS.A.med at bringing products to market faster with lower development risk and costs.
Orexo, which has its global headquarterS.A.d development laboratories in Sweden, currently operateS.A.ross the world through development, licensing and distribution agreements in all major markets.
Orexo haS.A.balanced portfolio with two products on the market, three in registration and/or late S.A.e clinical phase, one in clinical phase I, one in formulation phase and two in early development phase.
Orexo is listed on the Nordic List at the OMX Nordic Exchange Stockholm, Mid Cap (ticker: ORX).
www.orexo.com
About Biolipox
Biolipox iS.A.Swedish reS.A.ch-intense pharmaceutical company that focuses on developing novel, effective drugs for treating respiratory diS.A.eS.A.d other inflammatory diS.A.es, such aS.A.thma, chronic obstructive pulmonary diS.A.e (COPD), rhinitis (hay fever), pain and arthritis (inflammatory joint diS.A.es). By drawing on its knowledge in the inflammatory reS.A.ch area, particularly arachidonic acid metabolism, Biolipox has created a portfolio of potential blockbusters in these therapeutic areas. The company has 52 employeeS.A.d is owned by Health Cap, Apax Partners, Sofinnova Partners, SLS Venture, Crédit Agricole Private Equity, Auriga PartnerS.A.d the scientific founders.
www.biolipox.com
Source: Orexo
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