BIOTEC - Raises NOK 40 million in a private placement

1/11/2013 2:10 AM EST

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART
DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES

Tromsø, Norway, 11 January 2013

Biotec Pharmacon ASA ("Biotec" or the "Company", ticker "BIOTEC") today
announces that the Company has raised NOK 40 million in gross proceeds
through a private placement of 9,500,000 new shares, each with a par
value of NOK 1.00 at a price of NOK 4.25 per share (the "Private
Placement"). The new shares represent approximately 33.3% of the current
issued shares in the Company.
The Private Placement took place through an accelerated bookbuilding
process and was managed by Carnegie AS (the "Manager").

The net proceeds from the private placement will primarily be used to
fund the launch and commercialization of Woulgan® Biogel, the company's
proprietary beta-glucan product for advanced wound healing. A limited
amount will be spent on measures to enable positive cash flow generation
in the company's other subsidiary, ArcticZymes AS.

The completion of the Private Placement is conditional upon all
necessary corporate resolutions being validly made, including without
limitation approval by the Extraordinary General Meeting of the Company
expected to be held on or about 1 February 2013. After the completion of
the Private Placement, the Company will have 38,052,816 shares
outstanding, each with a par value of NOK 1.00.

Notification of conditional allotment and payment instructions for the
Private Placement will be sent to the applicants on or about 11 January
2013 through a notification to be issued by the Manager. Payment date is
set to 4 February 2013 and delivery of the shares to be issued in
connection with the Private Placement is expected to occur on or about 7
February 2013.

The Board of Directors has decided to propose to the EGM a subsequent
offering of up to 2,500,000 new shares with an issue price NOK 4.25 (the
"Subsequent Offering"). The Company's shareholders as of 10 January 2013
(as documented by the shareholder register in the VPS as of 15 January
2013) who did not participate in the Private Placement, and who are not
resident in a jurisdiction where such offering would be unlawful, or
would (in jurisdictions other than Norway) require any prospectus
filing, registration or similar action, will receive non-transferable
subscription rights based on their shareholding as of that date.

Contacts:
Svein Lien
Chief Executive Officer
+47 92 28 93 23
 

About Biotec Pharmacon:

Biotec Pharmacon is a biopharmaceutical company that develops and
manufactures new immunomodulatory products and cold adapted marine
enzymes. The wholly owned Biotec BetaGlucans AS focuses on identifying,
developing and commercializing innovative products to meet unmet medical
needs in wound treatment, cancer and gastroenterology. The company's
technology is protected by a large patent portfolio covering amongst
others applications of yeast beta-glucans as adjuvants in conjunction
with monoclonal antibodies. The subsidiary ArcticZymes AS aspires to
become a leading supplier of novel enzymes for diagnostics and genetic
research.

More information, visit www.biotec.no

Important information

The release is not for publication or distribution, in whole or in part
directly or indirectly, in or into Australia, Canada, Japan or the
United States (including its territories and possessions, any state of
the United States and the District of Columbia).

This release is an announcement issued pursuant to legal information
obligations, and is subject of the disclosure requirements pursuant to
section 5-12 of the Norwegian Securities Trading Act. It is issued for
information purposes only, and does not constitute or form part of any
offer or solicitation to purchase or subscribe for securities, in the
United States or in any other jurisdiction. The securities mentioned
herein have not been, and will not be, registered under the United
States Securities Act of 1933, as amended (the "Securities Act"). The
securities may not be offered or sold in the United States except
pursuant to an exemption from the registration requirements of the
Securities Act. The Company does not intend to register any portion of
the offering of the securities in the United States or to conduct a
public offering of the securities in the United States. Copies of this
announcement are not being made and may not be distributed or sent into
Australia, Canada, Japan or the United States. The issue, exercise,
purchase or sale of subscription rights and the subscription or purchase
of shares in the Company are subject to specific legal or regulatory
restrictions in certain jurisdictions. Neither the Company nor the
Manager assumes any responsibility in the event there is a violation by
any person of such restrictions.

The distribution of this release may in certain jurisdictions be
restricted by law. Persons into whose possession this release comes
should inform themselves about and observe any such restrictions. Any
failure to comply with these restrictions may constitute a violation of
the securities laws of any such jurisdiction. Carnegie is acting for the
Company and no one else in connection with the Private Placement and
will not be responsible to anyone other than the Company for providing
the protections afforded to their respective clients or for providing
advice in relation to the rights issue and/or any other matter referred
to in this release.

Forward-looking statements:

This release and any materials distributed in connection with this
release may contain certain forward-looking statements. By their nature,
forward-looking statements involve risk and uncertainty because they
reflect the Company's current expectations and assumptions as to future
events and circumstances that may not prove accurate. A number of
material factors could cause actual results and developments to differ
materially from those expressed or implied by these forward-looking
statements