Photocure ASA - Demerger of PCI Biotech AS

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Oslo, Norway, February 28, 2008


The Board of Photocure ASA ("Photocure") has on February 27, 2008 decided to propose a demerger for the general assembly of Photocure.  Photocure's share of 91.43 % in PCI Biotech AS ("PCI Biotech") is then transferred to a holding company; PCI Biotech Holding ASA ("PCI Holding"). The Board of Directors of both companies have signed a plan for the demerger. The plan includes the detailed steps in the demerger, and assumes that PCI Holding is listed on Oslo Axess.


The Board of Directors has decided to perform a share issue in PCI Holding prior to the listing. The share issue will partly be for subscription by Photocures existing shareholders, and partly for new investors. Photocure will guarantee for a subscription of up to NOK 30 million in the share issue.


Photocure's shareholders will be allocated one share in PCI Holding for each share owned in Photocure at the date of the demerger.


Based on the valuation prepared for the Board of Directors of Photocure and PCI Holding, the Board of Directors have concluded on a split that allocates 94.69 % of the net value in the demerger to the assets, rights and liabilities of Photocure and that 5.31 % of the net value is allocated to the assets, rights and liabilities of PCI Holding.


There are certain conditions for the demerger, including that an agreement is signed so that the minority shareholders in PCI Biotech receive new shares in PCI Holding. This way PCI Holding will be the 100 % owner of PCI Biotech.


The plan is to have the demerger on the agenda for the general assembly in Photocure on April 9, 2008. The plan for the demerger will be sent to all shareholders and registered in the Company register one month prior to the general assembly at the latest. The plan is to execute the demerger in June 2008.


The rationale for the demerger is the following: Firstly, PCI Biotech is a drug-delivery company and very different from Photocure's focus on diagnosis and therapy. The demerger will allow Photocure to focus on the remaining activities, both commercially and within research and development. Secondly, Photocure's Board of Directors is of the opinion that PCI Biotech will get a better platform for future development of the PCI-technology as a separate company. The demerger will be an opportunity to crystallize more of the value and give each shareholder an opportunity to increase/decrease their position in both companies.


PCI Biotech is a subsidiary of Photocure, a listed pharmaceutical company. PCI Biotech has a unique method for delivery of therapeutic molecules directly into the cells. The technology called photochemical internalisation (PCI) can be used to improve existing and novel cytotoxic drugs, in addition to development of new and innovative treatment modalities such as gene therapy.


PCI Biotech has a solid preclinical documentation and strong intellectual property-platform. In the beginning of 2007, two patent applications related to the combination of PCI/siRNA and other olegonucleotides were transferred from the Radium Hospital's Research Foundation to PCI Biotech.


PCI Biotech had revenues of NOK 5.9 million in 2007 compared to NOK 4.1 million in 2006. The increase in revenues was due to increase in research grants.


PCI Biotech had operating expenses of NOK 16.0 million in 2007 compared to NOK 7.9 million in 2006. The increase in operating expenses was due to increased research and development activities.


PCI Biotech's operating loss increased from NOK 3.8 million in 2006 to NOK 10.2 million in 2007. PCI Biotech's net loss was NOK 10.1 million in 2007.


PCI Biotech had NOK 3.7 million in cash, NOK 4.0 in receivables and total assets of NOK 7.9 million at December 31, 2007.


A significant share of the value in PCI Biotech is the patents and patent applications related to the PCI-technology.


Per Walday is hired as new CEO of PCI Holding starting in the beginning of second quarter 2008. Anders Høgset, CEO today, will take a position as Chief Scientific Officer from the second quarter 2008. Christian Fekete and Kjell-Erik Nordby will be hired part-time as CFO and Vice President Business Development according to an agreement between PCI Holding and Photocure.


PCI Biotech has 4 employees. In addition, approximately 20 scientists and technical staff at the Norwegian Radium Hospital work with development of the PCI-technology.


The Board of Directors of PCI Biotech Holding ASA consists of Kjetil Hestdal, Christian Fekete and Inger Ferner Heglund. A new Board of Directors will be elected and be effective from the listing on Oslo Axess.


There are no agreements made, or planned, in the demerger process favoring management or the Board members in Photocure or PCI Holding.


For further information, contact:
Photocure ASA
Attn. Kjetil Hestdal (President and CEO) or Christian Fekete (CFO)
Hoffsveien 48
NO-0377 Oslo, Norway
www.photocure.com

E-mail: kh@photocure.no or cf@photocure.no
Telephone: +47 22 06 22 10
Kjetil Hestdal mobile +47 913 19 535 - Christian Fekete mobile +47 916 42 938

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