Risk factors IPSOGEN draws the attention of the public on the risk factor sections contained in the prospectus.
Luminy, June 2, 2008 - IPSOGEN (Alternext - FR0010626028 - ALIPS), a pioneer and key player in the development and marketing of molecular diagnostic tests for cancer, announces that the Autorité de marchés financiers (AMF) has granted on May 30th its visa number Nr 08-0108 on the prospectus relating to the company’s IPO on Alternext.
Terms of the offer:
Structure of the placement
The maximum number of shares offered (the “Placement") will be of 1,236,082 before exercise of the Extension Clause or of the Over-Allotment Option.
The Placement consists entirely of new shares to be issued.
The Placement is due to take place through:
o a public offering in France in the form of an Open Price Offer, intended primarily for private investors (the "Open Price Offer"); and
o a global placement intended primarily for institutional investors (the "Global Placement").
If demands within the Open Price Offer permit, the definitive number of shares allocated in response to orders placed in connection with the Open Price Offer shall equal at least 10% of the agregate number of shares offered in the Placement, before the exercise of the Extension Clause or the Over-Allotment option.
The number of new Ipsogen shares to be issued may be increased to 1,421,494 if the Extension Clause is fully exercised. This number may be increased further to 1,634,718 if the Extension Clause and the Over-Allotment Option are fully exercised.
The total number of the company shares after the Offering (if the Extension Clause and the Over-Allotment Option are fully exercised) will be of 4,427,384.
Price per share
The indicative price range in the Offering is of €7.20 to €8.00 per share. The final price, which could be fixed outside of this range will be set after the bookbuilding period on June 10, 2008.
IPSOGEN will issue a press release stating the price per share on June 10, 2008.
Gross proceeds from the issue
Assuming an issue of 1,634,718 new shares at a price in the middle of the indicative price range - i.e. €7.60 per share - estimated gross proceeds from the issue should be of €12,423,856.80.
Net proceeds from the issue
Assuming an issue of 1,634,718 new shares, estimated net proceeds from the issue should be of €11,315,425.80.
Indicative timetable:
30 May 2008 AMF visa
2 June 2008 Publication of a press release by the Company announcing the IPO; Opening of the Open Price Offer and Global Placement
9 June 2008 Closing of the Open Price Offer and Global Placement (apart in the case of early closing)
10 June 2008 Publication of a press release by the Company stating the definitive terms and results of the Offer and publication by Euronext Paris of the Open Price Offer results notice; Initial listing of Ipsogen shares
13 June 2008 Settlement/delivery of shares offered within the framework of the Open Price Offer and Global Placement
16 June 2008 Trading of Ipsogen shares begins on the Euronext Paris Alternext market
IPSOGEN listing codes:
- ISIN code: FR0010626028
- Ticker: ALIPS
Financial intermediary
Bryan, Garnier & Co. Limited – Sole Lead Manager, Bookrunner and Listing Sponsor
Availability of the prospectus
Copies of the prospectus are available free of charge at Ipsogen’s registered office, from Bryan, Garnier & Co. Limited, on the Autorité des Marchés Financiers website (www.amf-france.org) and the Ipsogen website (www.ipsogen.com).
A notice will be published in the Bulletin des Annonces Légales Obligatoires ("BALO") on June 6, 2006.
About IPSOGEN
IPSOGEN is a cancer profiler that develops and markets molecular diagnostic assays designed to map diseases and guide clinicians and patients decisions along the complex therapeutic path.
With more than 60 products already used routinely worldwide for the diagnosis, prognosis and followup of thousands of patients with leukemia, IPSOGEN is now also targeting breast cancer. Its initial goal will be to provide diagnostic information that has been inaccessible until now. IPSOGEN is also a partner of choice for biopharmaceutical companies committed to revolutionary companion diagnostics. Strengthened by its first-rate scientific, clinical and technological partnerships, in addition to its highlyskilled multidisciplinary team in France and the US, IPSOGEN is striving to become the leader in the molecular profiling of cancers. It is pursuing its development and promotion of diagnostic standards that have a significant impact on patients, medical professionnals and society in general. IPSOGEN employed 40 people as of April 30,2008. Its headquarters are located in Marseille, France.
The company also has a subsidiary, IPSOGEN Inc., in New Haven, Connecticut, USA.
IPSOGEN
Chief Financial Officer
Stanislas Piot
Tel: +33 (0)4 91 29 30 90
investors@ipsogen.com
Bryan, Garnier & Co. Ltd
Listing Sponsor
Christian Finan
Tel : +33 (0)1.56.68.75.20
cfinan@bryangarnier.com
NewCap.
Financial Communication
& Investor Relations
Axelle Vuillermet / Pierre Laurent
Tel: +33 (0)1 44 71 94 94
IPSOGEN@newcap.fr
This press release, and the information contained within it, is not an offer to sell or a solicitation to buy or subscribe to IPSOGEN shares in any country.). IPSOGEN shares have not been and will not be registered in accordance with the United States Securities Act of 1933, as amended (the “Securities Act of 1933”) provided that such shares have been registered with the U.S Securities and Exchange Commission or have benefited from an exemption from registration. . IPSOGEN does not intend to register IPSOGEN shares in accordance with the Securities Act of 1933 or to offer these shares for sale in the United States of America.
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