| Not for publication and/or distribution in or into the United States, Canada, Australia, Japan or any other jurisdiction where this is not allowed pursuant to local legal restrictions Galapagos
raises € 20 million with IPO on Euronext Brussels and
Euronext Amsterdam In total 2,939,704 new shares will be issued, of which 82,562 in connection with the exercise of warrants, excluding the over-allotment option. Together with the existing shares, the total number of outstanding shares will be 8,878,258. The issue price of € 7.00 is based on the bookbuilding system. Circa 91% of the shares will be allocated to institutional investors and circa 9% to retail investors. The Galapagos shares will be listed on Eurolist by Euronext Brussels and Euronext Amsterdam. Trading in the shares will commence on Friday May 6, 2005, at 9.00 hours CET. Delivery and payment of the shares Galapagos will take place on Tuesday May 10, 2005. In relation with the offering, Galapagos has granted an over-allotment option to the lead managers to purchase up to 428,571 newly issued shares to cover over-allotments. This option is exercisable as of the first day of listing until 30 calendar days thereafter. The lead managers reserve the right to withdraw the transaction until the day of delivery and payment of the shares. Any allocations made will then be reversed. Payments, if any, on the allocated shares will be refunded excluding bared interest or other compensation. In reaction to the placement, Onno van de Stolpe, CEO of Galapagos, said: “We are delighted with the success of the capital increase and the listing on Euronext. The book has been filled by a large number of quality investors throughout Europe. We are also pleased that in the end, after the adjustment of the offer size, the offer was substantially oversubscribed. We suffered from poor market sentiment during the book building and have adjusted the offering adequately. Galapagos now has almost € 30 million available to further develop our drugs for rheumatoid arthritis, osteoporosis and osteoarthritis and bring them to the clinic for at least two years. I am pleased that, in close cooperation with Kempen & Co and KBC Securities, we have been able to finalise the listing within only four months and that we can now focus again on further extending Galapagos as one of the top biotech companies in the Benelux.” Prospectus Further
information Galapagos
Smink,
van der Ploeg & Jongsma
Galadeno, Galapagos’ services unit, provides reagents and functional screens to leading pharmaceutical, biotech and nutraceutical companies for rapid identification and validation of novel drug targets. Galapagos currently employs 66 people, including 16 PhDs, and occupies facilities in Mechelen, Belgium, and Leiden, The Netherlands. Partners include Bayer, Boehringer Ingelheim, Celgene, GlaxoSmithKline, Vertex and Wyeth. Galapagos was founded in 1999 by Crucell (Nasdaq, Euronext: CRXL) and Tibotec to exploit Crucell’s unique PER.C6® technology for target discovery. The joint venture operated until 2002 when the company raised € 23.4 million in a private placement, which brought in reputed international life sciences investors: Abingworth, AlpInvest, Apax and Burrill.
The Galapagos shares have not been and will not be registered under the United States Securities Act of 1933 as amended (the Securities Act), or with any other securities regulatory authority of any state of the United States and may not be offered or sold within the United States or to or for the account or benefit of, any citizen of the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act (and applicable state securities laws). There will be no offer of Galapagos shares in the United States |
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