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Friday 19 December 2003, London, UK & Copenhagen, Denmark -
NeuroSearch and GlaxoSmithKline (GSK) today announced a five-year
research and development alliance. The alliance comprises a number
of research programmes within ion channels and the treatment of
diseases of the central nervous system (CNS) including depression,
anxiety, and schizophrenia. The new alliance combines NeuroSearch's
innovative research and development, and strong technology platform
with GSK's research, development, and commercial strength.
The option agreement gives GSK access to new drug
candidates from NeuroSearch's research and development within the
defined area. This includes the Phase II triple monoamine re-uptake
inhibitor NS2359, the Endovion programme and several other research
programmes. The existing collaboration with GSK in depression disorders
is integrated in the new agreement.
Under the terms of the five-year agreement NeuroSearch
will receive a total of EUR 82 million (DKK 610 million) in guaranteed
payments. On signing the agreement, NeuroSearch will receive EUR
46.8 million (DKK 348 million), comprising EUR 29.1 million (DKK
217 million) of up-front and research payments, and EUR 17.7 million
(DKK 132 million) for 616,000 new NeuroSearch shares to be issued
to GSK. The shares correspond to an 8.7% increase of the share capital
equal to GSK having a strategic equity interest in NeuroSearch of
8.0% after the capital increase. The purchase price of DKK 214 per
share of DKK 20 represents a 30% premium to the average market price
over thirty days before the agreement was signed.
When GSK exercises its option in respect of the
individual programmes, GSK will also assume responsibility for funding
the project costs involved. In addition to the guaranteed payments
above, NeuroSearch may receive milestones based on the continued
successful development of NS2359 and any other candidates accepted
by GSK. For NS2359 these payments may total EUR 98.5 million (DKK
733 million). The milestones payable by GSK for other candidates
will depend upon the stage of development at which GSK accepts the
compound and may range from EUR 32.7 million (DKK 243 million) to
EUR 90 million (DKK 670 million) per candidate. NeuroSearch will
also receive royalties on sales of successfully launched compounds.
Further financial details were not disclosed.
If GSK does not wish to exercise its options, NeuroSearch
is free to develop the product itself or with another partner.
Tadataka Yamada, Chairman, Research and Development
at GSK, commented: "Diseases of the central nervous system are particularly
debilitating and represent a massive unmet medical need. Combining
the skills and resources of GSK and NeuroSearch will accelerate
and augment our current efforts to make effective new treatments
available to patients as quickly as possible. GSK particularly values
the collaborative culture at NeuroSearch, which bodes well for the
success of our alliance"
President & CEO Jørgen Buus Lassen of NeuroSearch
says, "I am pleased that we were able to conclude this important
strategic alliance with GSK as our two companies have had a well-functioning
and trustful partnership within depression research for three years.
I have a strong expectation that this extended partnership will
be a major success for both companies."
Dr. Buus Lassen continues: "This agreement is one
of the most important milestones in our history and is a major recognition
of NeuroSearch's competencies within research and development. The
agreement significantly increases the generation of value in NeuroSearch
and strengthens our financial resources considerably."
As NeuroSearch will not prepare a prospectus in
connection with the issue of shares, the following details must
be disclosed:
The agreement is the largest in NeuroSearch's history,
and the term of the agreement is five years. For new development
candidates selected by GSK, the term of the agreement continue until
the patents regarding the selected candidates expires. The agreement
may only be terminated by GSK in case of NeuroSearch's insolvency,
material breach or in case the controlling interest in NeuroSearch
is transferred to a new owner.
The payments including net proceeds from the share
capital increase and NeuroSearch's existing resources will significantly
secure NeuroSearch's operations during the period until launch of
the first product.
The agreement with GSK will have no impact on agreements
with other partners, which will continue as planned.
NeuroSearch reiterates its financial forecast for
the year 2003 as announced on 19 November 2003 - a net result
about break-even and raises its expectations to the capital resources
to DKK 500 million by the end of 2003, which is approximately DKK
270 million above the forecast made in the H1 report in August 2003.
About GlaxoSmithKline
GlaxoSmithKline is one of the world's leading research-based
pharmaceutical companies. The company's mission is to help people
live longer and feel better. For additional information, please
visit www.gsk.com.
About NeuroSearch
NeuroSearch is a Danish biopharmaceutical company listed on the
Copenhagen Stock Exchange (NEUS:CO). Five NeuroSearch compounds
are in clinical development: NS2330 for the treatment of Alzheimer's
disease and Parkinson's disease (Phase II) in partnership with Boehringer
Ingelheim, NS2359 for the treatment of ADHD (Phase II) and Endovion
for the treatment of cancer (Phase I) in partnership with GlaxoSmithKline
(GSK), in-house development of NS1209 for the treatment of epilepsy
and brain damage following stroke (Phase II) and ABT-202 for the
treatment of pain (Phase I) in partnership with Abbott Laboratories.
In addition, NeuroSearch has a portfolio of drug discovery programmes
primarily focused on ion channel modulators with commercial potential
within CNS and other diseases. In addition to the agreements with
Abbott Laboratories, Boehringer Ingelheim and GSK, NeuroSearch has
partnerships with Pharmexa and Pierre Fabre. Furthermore, NeuroSearch
has equity interests in eight biotech companies, including Bavarian
Nordic A/S, NsGene A/S and Sophion Bioscience A/S.
NeuroSearch Enquiries:
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Asger Aamund, Chairman
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+45 4460 8000
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Jørgen Buus Lassen, President & CEO
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+45 4460 8000
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Enquiries:
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UK Media enquiries:
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Martin Sutton
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(020) 8047 5502
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David Mawdsley
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(020) 8047 5502
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Chris Hunter-Ward
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(020) 8047 5502
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US Media enquiries:
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Nancy Pekarek
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(215) 751 7709
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Mary Anne Rhyne
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(919) 483 2839
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Patricia Seif
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(215) 751 7709
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European Analyst/Investor enquiries:
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Duncan Learmouth
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(020) 8047 5540
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Anita Kidgell
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(020) 8047 5542
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Philip Thomson
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(020) 8047 5543
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US Analyst/ Investor enquiries:
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Frank Murdolo
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(215) 751 7002
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Tom Curry
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(215) 751 5419
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