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EQS-News News vom 15.05.2012

Cytos Biotechnology Ltd Completes the CHF 23.75 Million equity portion of its planned CHF 37 Million Financing

Cytos Biotechnology AG / Key word(s): Capital Increase

15.05.2012 / 07:00


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES OF AMERICA (THE 'UNITED STATES' OR 'U.S.'), CANADA, JAPAN OR AUSTRALIA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

- New financing will allow further development of CYT003, a novel treatment for asthma

- Large global Phase IIb program with CYT003 in asthma planned to start in 2H12

- New Directors with significant life science experience join the Cytos Board

Schlieren (Zurich), Switzerland, May 15, 2012 - Cytos Biotechnology Ltd ('Cytos'), a Swiss biotech company developing a novel class of biopharmaceutical products called Immunodrugs(TM), announced today the completion of a CHF 23.75 million equity investment. This equity financing is part of the planned CHF 37 million debt and equity financing to be provided by an international syndicate of investors as announced on March 21, 2012 and as approved by the shareholders of Cytos on April 20, 2012. The syndicate of investors includes venBio, Abingworth, Aisling Capital and Amgen. Cytos intends to use the proceeds primarily to conduct a phase IIb study in allergic asthma with CYT003.

'The completion of this significant equity financing will allow Cytos to evaluate CYT003, a novel treatment for asthma, in a large Phase IIb clinical trial program. CYT003 has already shown promising efficacy and disease-modifying potential in studies involving over 400 patients with allergic asthma and rhinoconjunctivitis. With a new Board, whose members have a solid track record of success in the life science industry, a management team with a deep understanding of Immunodrugs and a strong cash position, Cytos is well placed to realize what we believe is the significant potential of CYT003 and our unique technology platform' commented Thomas Hecht, Chairman of Cytos.

In conjunction with the capital raise, Joseph Anderson (Abingworth), John Berriman (Deputy Chairman of Algeta), Paul Brooke (venBio), Kurt von Emster (venBio) and Arthur Krieg (CEO of RaNA Therapeutics) who were nominated and elected to the board of directors on April 20, 2012 started their term of office yesterday upon registration of the capital increase in the commercial register.

Cytos further announced that the first tranche of the debt financing will be completed today. This will be via Cytos issuing secured loan notes convertible into shares of Cytos for a total amount of CHF 6.625 million to the investors. This first tranche is part of the overall debt financing to be provided by the investors which could amount to up to CHF 13.25 million.

Together with the proceeds of CHF 3.2 million from new shares subscribed by existing shareholders in the rights offering, Cytos has raised a total of CHF 26.95 million in new equity resulting in an overall equity and debt financing of CHF 33.575 million. This could increase to CHF 40.20 million upon payment of the second tranche of secured convertible loan notes for the amount of CHF 6.625 million, which is conditional upon Cytos achieving certain milestones in connection with a proposed Phase IIb study of CYT003.

The share capital increase in the total amount of CHF 1,665,137.50 (reflecting the issuance of a total of 16,651,375 new shares comprising the new shares issued under the rights offering, the new shares issued to the investors and the new shares acquired by Cytos itself) as well as the increased authorized and conditional share capital in the amount of CHF 1,120,571.50 each, have been registered in the commercial register yesterday. The Company's registered share capital currently amounts to CHF 2,241,143.10, consisting of 22,411,431 registered shares with a nominal value of CHF 0.10 each. Trading in the 16,651,375 new registered shares on the SIX Swiss Exchange will commence today.

For a detailed description of the capital increase as well as the recapitalization of Cytos please refer to the offering and listing prospectus and the supplement, which can be obtained free of charge from Neue Helvetische Bank AG (phone: +41 44 204 56 19, email: prospectus@nhbag.ch) or Cytos Biotechnology Ltd (phone: +41 44 733 47 47, email: info@cytos.com).

For further information please contact:

Cytos Biotechnology Ltd
Harry Welten
Chief Financial Officer
Tel.: +41 44 733 46 46
e-Mail: harry.welten@cytos.com
Website: www.cytos.com

About Cytos Biotechnology Ltd
Cytos Biotechnology Ltd is a Swiss public biotechnology company that specializes in the development and commercialization of a new class of biopharmaceutical products - the Immunodrugs(TM). Immunodrugs(TM) are intended for use in the treatment and prevention of common chronic diseases, which afflict millions of people worldwide. Immunodrugs(TM) are designed to instruct the patient's immune system to produce the desired therapeutic antibody or T cell responses that modulate chronic disease processes. Cytos' Immunodrug(TM) candidates are being developed both in-house and together with Novartis, Pfizer and Pfizer Animal Health. Founded in 1995 as a spinoff from the Swiss Federal Institute of Technology (ETH) in Zurich, the Company is located in Schlieren (Zurich). Cytos Biotechnology Ltd is listed according to the Main Standard on the SIX Swiss Exchange Ltd under the symbol CYTN.

This foregoing press release may contain forward-looking statements that include words or phrases such as 'are intended for', 'are designed to', or other similar expressions. These forward-looking statements are subject to a variety of significant uncertainties, including scientific, business, economic and financial factors, and therefore actual results may differ significantly from those presented. There can be no assurance that any further therapeutic entities will enter clinical trials, that clinical trial results will be predictive for future results, that therapeutic entities will be the subject of filings for regulatory approval, that any drug candidates will receive marketing approval from the U.S. Food and Drug Administration or equivalent regulatory authorities, or that drugs will be marketed successfully. Against the background of these uncertainties readers should not rely on forward-looking statements. The Company assumes no responsibility to update forward-looking statements or adapt them to future events or developments.

THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER, OR THE SOLICITATION OF AN OFFER TO SUBSCRIBE FOR OR PURCHASE ANY SECURITIES TO ANY PERSON IN AUSTRALIA, CANADA, JAPAN, OR THE UNITED STATES OR IN ANY OTHER JURISDICTION, NOR DOES IT CONSTITUTE A PROSPECTUS WITHIN THE MEANING OF ARTICLE 652A OR 1156 OF THE SWISS CODE OF OBLIGATIONS OR A LISTING PROSPECTUS PURSUANT TO THE LISTING RULES OF THE SIX SWISS EXCHANGE LTD. ANY DECISION TO PURCHASE ANY SECURITIES REFERRED TO HEREIN SHOULD BE SOLELY BASED ON THE RELEVANT PROSPECTUS. IN ADDITION, THE OFFER AND SALE OF THE SECURITIES REFERRED TO HEREIN HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE 'SECURITIES ACT') OR UNDER THE APPLICABLE SECURITIES LAWS OF AUSTRALIA, CANADA OR JAPAN. THE SECURITIES REFERRED TO HEREIN MAY NOT BE OFFERED, SOLD OR DELIVERED WITHIN THE UNITED STATES ABSENT REGISTRATION UNDER THE SECURITIES ACT OR AN APPLICABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. SUBJECT TO CERTAIN EXCEPTIONS, THE SECURITIES REFERRED TO HEREIN MAY NOT BE OFFERED OR SOLD IN AUSTRALIA, CANADA OR JAPAN OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, ANY NATIONAL, RESIDENT OR CITIZEN OF AUSTRALIA, CANADA OR JAPAN. THERE WILL BE NO PUBLIC OFFER OF THE SECURITIES IN THE UNITED STATES.

IN THE UNITED KINGDOM, THIS PRESS RELEASE IS DIRECTED ONLY AT (I) PERSONS WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS FALLING WITHIN ARTICLE 19(1) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE 'ORDER'), AND (II) HIGH NET WORTH ENTITIES FALLING WITHIN ARTICLE 49(2) OF THE ORDER, AND (III) PERSONS TO WHOM IT WOULD OTHERWISE BE LAWFUL TO DISTRIBUTE IT.

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169848  15.05.2012