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Active Biotech acquires Lund Research Center from Pharmacia & Upjohn

1997-12-19

Active Biotech AB (“Active”) and Pharmacia & Upjohn (”P&U”) have signed a Letter of Intent to establish a research collaboration in autoimmune and inflammatory diseases and cancer. Active will acquire inflammatory/autoimmune research projects, the operation in Lund with currently 188 employees and the research facility of 25.000 sqm (”LRC”) through an issue of two million new B shares in Active at SEK 225 per share. P&U’s shareholding in Active will represent 25,2 % of equity and 7,0 % of votes.

Active acquires a number of projects with clinical indications in multiple sclerosis, asthma, rheumatoid arthritis and other autoimmune diseases. The projects are in various preclinical stages. P&U will receive a royalty on future product sales from this portfolio.

P&U’s cancer project, TTMA CD-3, will remain within the LRC unit and all costs related to the TTMA project will be covered by P&U. Active will receive a royalty on future product sales. The TTMA CD-1/2 projects will gradually be transferred to P&U Milan.

Active is planning to finance its strong future commitment to research and development through a new share issue amounting to approximately SEK 300 million during spring 1998.

D. Carnegie AB is advisor to Active in this transaction.

A final agreement is expected to be signed in the first quarter of 1998 and will be conditional on approval by the Boards of Directors in P&U and Active and on approval of the new share issue by an extraordinary General Meeting in Active.


Bo Håkansson, CEO of Active comments:

”This transaction is a natural step in Active’s focused biomedical strategy. It would provide Active with an extensive portfolio of frontline research projects within autoimmune and inflammatory diseases, areas which are closely related to our present business in SBL Vaccine and Actinova. We would also get access to a large team of highly qualified scientists within this area and the best possible research premises. We look forward to a collaboration with P&U and will welcome them as a major long-term shareholder in Active”.

Professor Hans Wigzell, Chairman of SBL Vaccin comments:

“The projects Active will acquire are of the highest scientific standard and focus on wide clinical indications with large medical needs. Active has identified close technological relationships with our existing research in SBL Vaccin and Actinova and will through this acquisition have an even stronger research portfolio in immunological diseases which may lead to interesting candidate drugs.”


Malmö, Sweden, December 19, 1997

Bo Håkansson
Active Biotech AB
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