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2012-09-07 07:05:00 CEST 2012-09-07 07:05:47 CEST REGULATED INFORMATION Biotie Therapies - Company AnnouncementBiotie has completed a directed share issue of EUR 20 million to institutional and strategic investorsBIOTIE THERAPIES CORP. STOCK EXCHANGE RELEASE 7 September 2012 at 8.05 a.m. Not for release, publication or distribution, directly or indirectly, in whole or in part, in or into the United States, Australia, Canada, Japan or South Africa. Biotie has completed a directed share issue of EUR 20 million to institutional and strategic investors Biotie Therapies Corp. ("Biotie") announces that it has executed a private placement of 46,511,630 newly issued shares at a subscription price of EUR 0.43 per share (the "Offering"). The shares have been allocated to institutional and strategic investors. As a result of the Offering, the share capital of Biotie will be increased by EUR 20,000,000.90. The total amount of funds raised in the Offering and in the directed share issue to H. Lundbeck A/S announced by the Company earlier today ("Lundbeck Issue") amounts to EUR 30 million and the total amount of new shares issued in the Offering and in the Lundbeck Issue is 65,116,281 shares. Timo Veromaa, President and CEO of Biotie Therapies Corp. said, "The additional funds of altogether EUR 30 million that we will receive as a result of the commitment from Lundbeck and the institutional shareholders gives us new opportunities now as we are approaching significant commercial and clinical development milestones. In addition, this solidifies our financial position in discussions with potential commercial partners." The new shares offered in the Offering will be issued in the Finnish book-entry system and will be entered into the subscriber's book-entry accounts as interim shares against the payment of the subscription price on or about 13 September 2012. Trading with the interim shares (ISIN: FI4000047345 and trading symbol: BTH1VN0112) is expected to commence on 10 September 2012 as a separate class of securities. The interim shares will be combined with Biotie's current class of shares after the registration of the new shares with the Finnish Trade Register and the trading with the new shares is expected to commence on or about 17 September 2012. The new shares will rank pari passu in all respects with the existing shares of the Company once they have been registered with the Finnish Trade Register. Following the registration of the new shares with the Finnish Trade Register and the registration of the share capital increase related to the new shares issued in the Offering and in the Lundbeck Issue, the share capital of Biotie will be EUR 195,919,182.85, the total number of shares 452,710,738, and the number of votes carried by the shares 443,541,231 (taking into consideration the treasury shares held by Biotie and its subsidiaries). Nomura Code Securities Limited ("Nomura Code") and Nordea Bank Finland Plc ("Nordea") acted as joint bookrunners in the Offering. In connection with the Offering, Biotie has entered into a lock-up agreement under which it has, subject to certain exceptions, agreed not to, among other things, issue or sell any shares in Biotie without the prior written consent of Nomura Code and Nordea for a period ending 180 days after the listing of the new shares on NASDAQ OMX Helsinki Ltd., which is expected to take place on or about 17 September 2012. The terms and conditions of the Offering are set out in the link below. In Turku, 7 September 2012 Biotie Therapies Corp. Timo Veromaa President and CEO For further information, please contact: Virve Nurmi, Investor Relations Manager, Biotie Therapies Corp. tel. +358 2 274 8900, e-mail: virve.nurmi@biotie.com www.biotie.com DISTRIBUTION: NASDAQ OMX Helsinki Ltd Main Media About Biotie Biotie is a specialized drug development company focused on the development of drugs for neurodegenerative and psychiatric disorders (e.g. Parkinson's disease, Alzheimer's disease and other cognitive disorders, alcohol and drug dependence (addiction) and post traumatic stress disorder), and inflammatory and fibrotic liver disease.The company has a strong and balanced development portfolio with several innovative small molecule and biological drug candidates at different stages of clinical development. Biotie's products address diseases with high unmet medical need and significant market potential. Biotie has a strategic collaboration with UCB Pharma S.A. covering tozadenant for Parkinson's disease. The Marketing Authorization Application for Biotie's most advanced product, SelincroTM (nalmefene) for alcohol dependence was filed in the EU by our partner H. Lundbeck A/S and was accepted for review by the European Medicines Agency in December 2011. Biotie shares are listed on NASDAQ OMX Helsinki Ltd. The information herein may not be distributed or sent into the United States, Australia, Canada, Japan or South Africa. The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction. The information contained herein does not constitute an offer of securities for sale in the United States. The securities referenced in this release may not be offered or sold in the United States absent registration or an exemption from registration as provided in the United States Securities Act of 1933, as amended, and the rules and regulations thereunder. Biotie does not intend to register any portion of the Offering in the United States or to conduct a public offering of any securities in the United States. No securities will be offered or sold in any Member State of the European Economic Area other than to persons who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive. For the purposes of this provision, the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including the 2010 Amending Directive, to the extent implemented in the Relevant Member State), and includes any relevant implementing measure in the Relevant Member State, and the expression "2010 Amending Directive" means Directive 2010/73/EU. This communication does not constitute an offer of securities to the public in the United Kingdom. This communication is directed only at (i) persons who are outside the United Kingdom, (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "FP Order") and (iii) high net worth entities falling within Article 49(2) of the FP Order, and other persons to whom it may lawfully be communicated, (all such persons together being referred to as "relevant persons"). Any investment activity to which this communication relates will only be available to, and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents. Nomura Code and Nordea are acting exclusively for Biotie and no one else in connection with the Offering. They will not regard any other person (whether or not a recipient of this release) as their client and will not be responsible to anyone other than Biotie for providing the protections afforded to their clients, nor for giving advice in relation to the Offering or any transaction or arrangement referred to herein. No representation or warranty, express or implied, is given by Nomura Code and Nordea as to the accuracy, completeness or verification of the information set forth in this release. LINK TO TERMS AND CONDITIONS OF THE SHARE ISSUE [HUG#1639427] |
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