Martinsried/Munich, May 27, 2013. Medigene AG (MDG, Frankfurt, Prime Standard) announces that an exclusive global license and development agreement for the drug candidate EndoTAG®-1 was signed with its existing partner, SynCore Biotechnology Co., Ltd. ("SynCore"), a member of the Sinphar Pharmaceutical Group (Taiwan stock exchange, symbol: 1734). This agreement constitutes a major extension of the July 2012 EndoTAG®-1 agreement, which covered Asia, Australia, and New Zealand and will allow financing of a planned global pivotal phase III clinical trial of EndoTAG®-1 in triple-negative breast cancer (TNBC). Moreover, Syncore will enter into a strategic alliance with Medigene, acquiring 6.09% of Medigene shares. This investment makes SynCore a strategic core investor and one of the largest shareholders of Medigene.
Within the scope of the new license agreement, SynCore will provide complete financing of the planned phase III clinical trial of EndoTAG®-1, and will in turn receive the global marketing rights to EndoTAG®-1. Medigene receives an upfront payment from SynCore and is eligible to payments upon certain development and approval milestones as well as royalties after market approval of EndoTAG®-1. The partners expect to start the phase III clinical trial in the second half of 2014.
To substantiate the partnership with Medigene, Syncore will acquire 2,405,800 newly issued Medigene shares. Medigene's Management Board, with the approval of the Supervisory Board, has resolved to increase the company's share capital from EUR 37,082,758.00 by EUR 2,405,800.00 to EUR 39,488,558.00 by issuing 2,405,800 new ordinary registered shares with a calculated nominal amount of EUR 1.00 per share (no-par value shares) against cash contributions and to admit SynCore under exclusion of the subscription right of the shareholders to subscribe to these new shares making use of the authorized capital 2012 (Section 5 para. 4 of the articles of association of Medigene). The new shares are issued at a price of EUR 1.00 per share. SynCore will be subject to a lock-up period of 12 months for the shares ending 360 days after the share capital increase has been registered in the commercial register of the lower court of Munich. The admission of the new shares to trading on the Regulated Market (Prime Standard) of the Frankfurt Stock Exchange is envisaged before the end of the lock up period at the latest. In the course of this capital increase, Medigene receives proceeds of EUR 2,405,800.00.
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