Zurich-Schlieren, November 4, 2014. Molecular Partners AG has successfully re-launched its Initial Public Offering (IPO). Due to strong interest and demand from both international and Swiss institutional and private investors, Molecular Partners accelerated the timetable and closed the bookbuilding process yesterday, Monday, 5pm CET.
Molecular Partners AG has successfully allocated 4,400,000 shares with a nominal value of CHF 0.10 each to institutional Swiss and international investors as well as to private domestic investors. The offer price of CHF 22.4 per offered registered share (Offer Price) implies a post money market capitalisation of approximately CHF485 million on a fully-diluted basis (prior to exercise of the over-allotment option). The shares (ticker symbol: MOLN) are expected to commence trading on Wednesday, 5 November on SIX Swiss Exchange.
The total base offer (Base Offer) consisted of 4,400,000 registered shares (Offered Shares) offered by Molecular Partners, comprising 4,307,000 newly-issued registered shares and 93,000 existing registered shares to be sold by the company on behalf of certain management and founding shareholders, solely in order for them to cover wealth tax liabilities in connection with the IPO. Molecular Partners has also granted the syndicate banks an over-allotment option of up to 660,000 newly-issued registered shares, which can be exercised within 30 calendar days after the first day of trading on SIX Swiss Exchange.
In relation to the issued share capital, the Offered Shares will represent approximately 22.8% of the issued share capital upon completion of the offering (prior to exercise of the over-allotment option) or approximately 25.4% of the issued share capital upon potential full exercise of the over-allotment option of up to 660,000 newly-issued registered shares, respectively.
J.P. Morgan is acting as the Sole Global Coordinator and Joint Bookrunner and UBS Investment Bank is acting as Joint Bookrunner. Cowen and Company and Bank am Bellevue are acting as Co-Managers in connection with the IPO.
About Molecular Partners AG
Molecular Partners is a clinical-stage biopharmaceutical company that is developing a new powerful class of therapies known as DARPins™. DARPins™ are potent, specific and versatile small protein therapies which have the potential to offer benefits over conventional monoclonal antibodies or other currently available protein therapeutics. The DARPin technology has the potential to enable a “multi-benefit” approach to treatment which enables DARPins to target multiple pathways, or multiple epitopes on a single target to achieve substantial patient benefit. DARPins™ have the potential to advance modern medicine and significantly improve the treatment of serious diseases, including cancer and sight-threatening disorders.
Molecular Partners has four compounds in various stages of clinical and preclinical development and several more in the research stage, with a current focus on ophthalmology and oncology. Its most advanced product candidate is abicipar pegol, for which the company’s partner Allergan plans to initiate a Phase III clinical trial in wet AMD in 2015. The company has ongoing research and development partnerships with leadingpharmaceutical companies including Allergan, Roche and Janssen and is backed by established biotech investors.
For more information regarding Molecular Partners, please visit: www.molecularpartners.com.
For further details, please contact
Jürg Wildberger
Hirzel.Neef.Schmid.Konsulenten
Tel: +41 (0)43 344 4242
Dr. Christian Zahnd, CEO
Dr. Patrick Amstutz, COO
Tel: +41 (0) 44 755 77 00
Legal Notice
This announcement is not an offer to sell, or a solicitation of an offer to purchase, any securities of Molecular Partners AG (the “Company”), nor shall it or any part of it form the basis of, or be relied on in connection with any contract or investment decision. This announcement is not for publication or distribution (directly or indirectly) in or to the United States, Canada, Australia, Japan or any other jurisdiction in which such distribution would be unlawful.
This announcement is not an offer of securities for sale in the United States. The securities to which this announcement relates have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. There will not be a public offering of securities in the United States.
This announcement is not an offering circular within the meaning of Article 652a of the Swiss Code of Obligations, nor is it a listing prospectus within the meaning of the listing rules of the SIX Swiss Exchange or a prospectus under any other applicable laws. Investors should not subscribe for or purchase any securities referred to in this announcement except on the basis of information in any prospectus (and any supplement(s) thereto) which may be published in due course. This document does not constitute a recommendation regarding the shares. Copies of any prospectus are available free of charge from the Company’s registered office or from JP Morgan, c/o Equity Syndicate Desk, 25 Bank St., London E14 5JP, United Kingdom (telephone: +44 207 134 2592) and UBS AG, Prospectus Library, P.O. Box, 8098 Zurich, Switzerland (telephone: +41 44 239 47 03, facsimile: +41 44 239 69 14, email: ).
This communication is directed only at persons (i) who are outside the United Kingdom or (ii) who have professional experience in matters relating to investments and who fall within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the “Order”) or (iii) who fall within article 49(2)(a) to (d) (“high net worth companies, unincorporated associations etc.”) 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 Relevant Persons and will be engaged in only with Relevant Persons. Any person who is not a Relevant Person must not act or rely on this communication or any of its contents.
This communication does not constitute an “offer of securities to the public” within the meaning of Directive 2003/71/EC of the European Union (the “Prospectus Directive”) of the securities referred to herein in any member state of the European Economic Area (the “EEA”). Any offers of the securities referred to in this announcement to persons in the EEA will be made pursuant to an exemption under the Prospectus Directive, as implemented in member states of the EEA, from the requirement to produce a prospectus for offers of the Securities.
This announcement contains statements that are, or may be deemed to be, forward-looking statements. In some case, these forward-looking statements can be identified by the use of forward-looking terminology or subjective assessments, including the words “potential”, “expects”, “targets”, “designed”, “intends” or “plans” or comparable terminology or by discussions of plans, objectives, targets, goals, future events or intentions. These forward-looking statements include matters that are not historical facts or which may not otherwise be provable by reference to past events, and are based on assumptions. By their nature, forward-looking statements are subject to known and unknown risks and uncertainties because they relate to events and/or depend on circumstances that may or may not occur in the future. There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by these statements and forecasts. Past performance of the Company cannot be relied on as a guide to future performance.
The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. Neither the Company nor any other person undertakes any obligation to review, update, confirm, or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.
Each of the Sole Global Coordinator, the Joint Bookrunners and Co-Managers is acting exclusively for the Company in connection with the planned offering. They will not regard any other person as their respective client in relation to the planned offering and will neither be responsible nor provide protection to anyone other than the Company, nor will they provide advice to anyone other than the Company in relation to the planned offering, the contents of this announcement or any other matter referred to herein.
In connection with the offer or sale of the securities referred to herein, the underwriters may over-allot the securities or effect transactions with a view to supporting the market price of the securities at a level higher than that which might otherwise prevail. Any stabilisation action or over-allotment will be conducted by the underwriters in accordance with all applicable laws and rules. Save as required by law or regulation, the underwriters do not intend to disclose the extent of any stabilisation action. No representation is made as to whether the underwriters will engage in any stabilisation activity or that this activity, if commenced, will not be discontinued without notice.
