Mechelen, Belgium; 30
March 2007 – Galapagos NV (Euronext & LSE: GLPG) announces
the publication of its 2006 Prospectus in connection with the
share issues resulting from the all-share acquisitions of Inpharmatica
and ProSkelia and the €31 million private placement in
December 2006. Galapagos also announces the resignation of David
Smith as Chief Financial Officer and the appointment of Leo
Steenbergen as Chief Financial Officer, effective 1 June 2007.
David Smith will continue to serve Galapagos as CFO until June
and will assist in the transition process.
Prospectus
Galapagos’ 2006 Prospectus
(consisting of a Registration Document, a Transaction Note and
a Summary) was approved by the Belgian Banking Finance and Insurance
Commission (BFIC-CBFA) on 20 March 2007 and by the Alternative
Investment Market of the London Stock Exchange on 21 March 2007.
On 26 March 2007, application was made for 5,483,913 shares
in Galapagos NV to be admitted to trading on the AIM market
of the London Stock Exchange. On the basis of this Prospectus,
Galapagos has obtained the authorization for the listing of
maximum 7,025,863 shares on Eurolist of Euronext Brussels and
of Euronext Amsterdam, as well as on London AiM, effective as
of 30 March 2007, of which 5,483,913 shares have already been
issued on the date of this supplement, with the remainder to
be issued in April and May 2007. The newly issued and to be
issued shares in question relate to a number of transactions
Galapagos completed in December 2006: the acquisition of Inpharmatica
Ltd on 5 December 2006 (maximum 2,165,532 newly issued and to
be issued shares), the private placement of €31 million
on 22 December 2006 (3,463,683 newly issued shares) and the
acquisition of ProSkelia SASU also on 22 December 2006 (1,396,648
newly issued shares). Further capital increases in relation
to the acquisition of Inpharmatica Ltd. will be made public
via supplements to the Prospectus in which the exact number
of newly issued shares will be indicated. The newly issued shares
rank pari passu with the Company’s existing shares and
will be tradeable on Euronext Brussels and Euronext Amsterdam
and on AiM starting today. Shares issued in connection with
the Inpharmatica acquisition remain under lockup until 10 May
2007, while those issued to ProStrakan in connection with the
ProSkelia acquisition remain under lockup until 22 December
2007.
Change in management
David Smith, who has served
Galapagos as Chief Financial Officer since February 2006, will
be leaving the Company in June 2007 to pursue his career further
with UK based Cambridge University Hospitals NHS Foundation
Trust. David will be replaced by Mr. Leo Steenbergen who has
accepted the CFO position effective as of 1 June 2007.
Leo Steenbergen (54) was most
recently Chief Financial Officer and a member of the Management
Board of Telenet NV from January 2002 until December 2006. Under
his management, the company was refinanced and, in 2005, completed
a successful Initial Public Offering on Euronext. Prior to joining
Telenet, Leo was CEO of IP Globalnet, where he successfully
restructured and turned around operations, and CFO of the Bekaert
Group. Leo worked from 1980 to 1997 for Hewlett-Packard Europe
in various finance positions.
“I am very pleased to
be joining Galapagos as CFO, and I am excited about this opportunity.
Galapagos is a remarkable company with an excellent track record
in building a biotech leader,” said Leo Steenbergen. “I
look forward to contributing to Galapagos my experience gained
in working with high growth technology companies.”
“Leaving Galapagos has
been a difficult decision, as I have enjoyed contributing to
the success and the growth of Galapagos and helping to shape
the company into an integrated drug discovery business. For
a combination of personal reasons, however, I wish to take my
career in a different direction,” said David Smith. “Galapagos
is well under way to becoming a leading European biotech company
and is well positioned for its next phase of development and
growth.”
“David has made a much
valued contribution to Galapagos, and we are sorry that he has
elected to leave Galapagos and the biotech industry. We wish
him success in his future endeavors,” said Onno van de
Stolpe, Chief Executive Officer of Galapagos. “We welcome
Leo as his replacement; Leo’s background and experience
in high tech and high growth companies will be invaluable in
aggressively growing our services business and progressing our
pipeline of therapeutic compounds in bone and joint diseases
towards entry into the clinic in 2008.”
Financial Calendar 2007
Half Year Results 2007 8 August
2007
Full Year Results 2007 7 March 2008
Availability of documents
This press release constitutes
a supplement to the Galapagos 2006 Prospectus. The English version
of this supplement has been approved by BFIC on 27 March 2007.
This supplement, together with the Galapagos Registration Document
2006, the Transaction Note 2006, and the Summary, constitute
the 2006 Prospectus for the admission to listing of new Galapagos
shares.
The 2006 Prospectus is available
online at www.glpg.com/investor/prospectus.htm.
The electronic versions of Galapagos’ 2006 Company report
and Annual brochure (including consolidated and non-consolidated
accounts) are available online in both Dutch and English at
www.glpg.com/investor/financial_reports.htm.
Printed versions of the reports can be requested by e-mail:
ir@glpg.com,
by phone: +32 15 34 29 00, and by fax: +32 15 34 29 01.
This supplement is published
in English and Dutch. The English and the Dutch versions have
equal value. Onno van de Stolpe assumes the responsibility for
the translation of the English version of this supplement into
Dutch.
About Galapagos
Galapagos (Euronext Brussels, GLPG; Euronext Amsterdam, GLPGA;
London AiM: GLPG) is a drug discovery company with clinical
and pre-clinical programs in bone and joint diseases, cachexia,
and menopausal hot flashes. Its division BioFocus DPI offers
a full suite of target-to-drug discovery products and services
to pharmaceutical and biotech companies, encompassing target
discovery and validation, screening and drug discovery through
to delivery of pre-clinical candidates. BioFocus DPI also provides
adenoviral reagents for rapid identification and validation
of novel drug targets, compound libraries for drug screening
as well as chemogenomics and ADMET database products to select
targets and compounds. Galapagos currently employs 450 people
and operates facilities in eight countries, with global headquarters
in Mechelen, Belgium. More information about Galapagos and BioFocus
DPI can be found at www.glpg.com.
CONTACT
Galapagos NV
Onno van de Stolpe, CEO
Tel. +31 6 2909 8028
ir@glpg.com
This release may contain forward-looking statements, including,
without limitation, statements containing the words “believes,”
“anticipates,” “expects,” “intends,”
“plans,” “seeks,” “estimates,”
“may,” “will,” “could,”
“stands to,” and “continues,” as well
as similar expressions. Such forward-looking statements may
involve known and unknown risks, uncertainties and other factors
which might cause the actual results, financial condition, performance
or achievements of Galapagos, or industry results, to be materially
different from any historic or future results, financial conditions,
performance or achievements expressed or implied by such forward-looking
statements. Given these uncertainties, the reader is advised
not to place any undue reliance on such forward-looking statements.
These forward-looking statements speak only as of the date of
publication of this document. Galapagos expressly disclaims
any obligation to update any such forward-looking statements
in this document to reflect any change in its expectations with
regard thereto or any change in events, conditions or circumstances
on which any such statement is based, unless required by law
or regulation.
1 ADMET is the acronym
for Absorption, Distribution, Metabolism, Excretion, and Toxicity:
Meeting parameters against these five criteria is critical to
the success of a pharmaceutical compound as a drug.