Marinomed Biotech AG (the "Company") announces that the Company was informed by the three shareholders Acropora Beteiligungs GmbH ("Acropora"), VETWIDI Forschungsholding GmbH ("VETWIDI") and BVT Beteiligungsverwaltung und Treuhand GmbH ("BVT") on 22 January 2020 that Acropora, VETWIDI and BVT have sold in total 105,000 Marinomed shares from their respective holdings through an accelerated bookbuilding transaction to institutional investors (the "Transaction"). Immediately after receiving the notification from Acropora, VETWIDI and BVT related to the commencement of the Transaction on 22 January 2020, the Company had published this information by means of publication of inside information and applied for suspension from trading of all Marinomed shares, ISIN ATMARINOMED6, on the Official Market of the Vienna Stock Exchange. Due to the publication of the results of the Transaction, trading of the Marinomed shares on the Official Market of the Vienna Stock Exchange will be recommenced on the start of the trading day on 23 January 2020.
The following information, put in quotation marks, is taken from the notfication of the Company by Acropora, VETWIDI and BVT:
"NOT FOR DISTRIBUTION OR PUBLICATION, EITHER DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, THE UNITED KINGDOM, CANADA, JAPAN OR AUSTRALIA.
Acropora Beteiligungs GmbH ("Acropora"), VETWIDI Forschungsholding GmbH ("VETWIDI") and BVT Beteiligungsverwaltung und Treuhand GmbH ("BVT") hereby announce that today, 22 January 2020, Acropora has sold 73,500 Marinomed Biotech AG shares, ISIN ATMARINOMED6 ("Marinomed shares”), and VETWIDI and BVT have each sold 15,750 Marinomed shares, thus in aggregate 105,000 Marinomed shares, from their respective holdings to institutional investors by means of an accelerated bookbuilding transaction (the "ABB"). This amounts to 7.1 per cent. of Marinomed Biotech AG's share capital. The upsize alternative of up to 50,000 additional Marinomed shares was fully exercised.
The Marinomed shares are sold for EUR 95.00 each. The total sale proceeds of the ABB for Acropora, VETWIDI and BVT therefore amounts to approximately EUR 10 million. Settlement of Marinomed shares placed in the ABB is scheduled for 27 January 2020.
Erste Group Bank AG acted as the sole bookrunner.
Following completion of the ABB, Acropora, VETWIDI and BVT still hold approximately 16.6 per cent. (Acropora), approximately 1.5 per cent. (VETWIDI) and approximately 1.4 per cent. (BVT) of the share capital of Marinomed Biotech AG. For these shares the lock-up commitment entered into the course of the ABB applies for a period of 90 days.
About Marinomed Biotech AG
Marinomed Biotech AG is a biopharmaceutical company with headquarters in Vienna and has been listed in the Prime Market of the Vienna Stock Exchange since February 1, 2019. The company focuses on the development of innovative products based on patent-protected technology platforms in the field of respiratory and ophthalmological diseases. The Marinosolv® technology platform increases the efficacy of hardly soluble compounds for the treatment of sensitive tissues such as the eyes and nose. The Carragelose® platform comprises innovative patent-protected products targeting viral infections of the respiratory tract. Carragelose® is used in nasal sprays, throat sprays and lozenges, which are sold via international partners in over 40 countries worldwide. Further information is available at: www.marinomed.com.
This announcement constitutes neither an offer to buy securities nor a solicitation of an offer to buy securities in the United States of America, Germany, Austria or other countries. The securities are not sold or offered to be sold in the United States of America under the rules of the US Securities Act of 1933, as amended. The shares have already been placed.
A public offer of the securities was neither made in Austria nor in any other jurisdiction. Any offer of shares under the ABB was made solely on the basis of an exemption from the obligation to publish a prospectus in accordance with Article 1 (4) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (the "Prospectus Regulation") and was exclusively intended for qualified investors within the meaning of Article 2 (e) of the Prospectus Regulation."