Lundbeck has made EUR 10 Million equity investment in Biotie and the parties amend the Selincro licensing agreement regarding territories outside the EU and US

Lundbeck has made EUR 10 Million equity investment in Biotie and the parties amend the Selincro licensing agreement regarding territories outside the EU and US

Fri Sep 7, 2012

Biotie Therapies Corp. ("Biotie" or the "Company") announces that H. Lundbeck A/S ("Lundbeck") has subscribed for 18,604,651 shares in Biotie at a subscription price of EUR 0.5375 per share representing an 4.6% equity stake after the share issue and amounting to an investment of EUR 10 million. In connection with this transaction, the worldwide license agreement regarding Selincro (nalmefene) has been amended whereby the royalties on the sales on markets outside the European Union, the European Free Trade Area and the United States are decreased in order to support the possible launching of the product for these markets, and Biotie may receive an additional sales milestone payment in the amount of EUR 5 million in Japan.

Lundbeck holds worldwide development and commercialization rights to Selincro, a new opioid system modulator for alcohol dependence. Lundbeck has filed a marketing authorization application for Selincro in the EU with the European Medicines Agency and a decision on potential approval is expected during H2 2012. 

Timo Veromaa, President and Chief Executive Officer of Biotie commented: "We are delighted that our partnership with Lundbeck has led to an equity position in Biotie, demonstrating Lundbeck's commitment to as well as belief in the prospects of Selincro and our Company. We look forward to working with Lundbeck more closely as a key strategic partner."

The transaction was executed on 6 September 2012 after the close of trading on NASDAQ OMX Helsinki Ltd. The transaction was priced at a premium of 25% to the subscription price in the share issue directed to institutional investors, which was carried out simultaneously. The new shares will be listed on the NASDAQ OMX Helsinki Ltd 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. As a result of the share issue directed to Lundbeck, the share capital of Biotie will be increased to EUR 175,919,181.95, the total number of shares will increase to 406,199,108, and the number of votes carried by the shares will increase to 397,029,601 (taking into consideration the treasury shares held by Biotie and its subsidiaries).

In connection with the share subscription, Lundbeck has agreed not to sell or otherwise dispose the new shares for at least 18 months after the subscription without prior consent from Biotie.

Under the terms of the amended license agreement Biotie is eligible for up to EUR 89 million in upfront and milestone payments (from EUR 84 million previously) plus royalties on sales of Selincro. Biotie has previously received EUR 12 million of such milestone payments from Lundbeck. Further milestone payments are expected on potential commercial launch of nalmefene and on the product potentially reaching certain predetermined sales.

The terms and conditions of the share issue are set out in the link below.

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: [email protected]
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 share issue 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.

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