Biotie Therapies completes acquisition of pharmaceutical development company elbion
Biotie Therapies Corp. has entered into an agreement with elbion NV on the acquisition of its fully owned subsidiary, elbion GmbH. To complete the transaction, the Board of Directors of Biotie has proposed to the General Meeting of Shareholders of Biotie to be convened on 14 November 2008 that the General Meeting would resolve, in deviation from the shareholders' pre-emptive subscription right: (i) to offer 46,802,967 new shares to be subscribed by elbion NV as consideration for one share in elbion GmbH and (ii) in connection with the Exchange Offer to offer up to 7,305,733 new shares to be subscribed by certain funds held or managed by Burrill & Company, TVM Capital and AGF Private Equity.
The Transaction was subject to the resolutions of the General Meeting of Biotie on the share issue and the election of new board members to the Board of Biotie. These resolutions have been made in the Extraordinary General Meeting of Biotie.
Biotie has issued 46,802,967 new shares to elbion NV for subscription. In connection with the transaction, certain shareholders of elbion NV have invested an aggregate amount of EUR 3.3 million into the combined entity by subscribing 7,305,733 new shares of Biotie.
The issue of the consideration shares in the acquisition of elbion GmbH and their subscriptions and payment have been completed, and the title to the share capital of elbion GmbH has been transferred to Biotie. The new shares of Biotie have been notified for registration to the Trade Register.
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