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Active Biotech's Annual General Meeting approved the acquisition of the Lund Research Center

1998-04-17

In his address at Active Biotech's Annual General Meeting, which was attended by a large number of shareholders, the Managing Director, Bo Håkansson, emphasized that the preceding fiscal year had been the most eventful in the history of the company.
Following the AGM's approval of new issues and other items, the Group will be very well placed for its concentration on biotechnology and medicine, with nearly SEK 1.4 billion in shareholders' equity.

Specialist expertise in the biotechnology and pharmaceuticals industries is now being included in the Board of Directors.

The primary aim of the acquisition of the Lund Research Center is to gain access to an interesting product portfolio with considerable potential. This acquisition also means that Active Biotech's expertise in the human immune defence system area and its structure will be further intensified, and that the company will have a state-of-the-art research facility in a region which is expanding very rapidly in the medical and biotechnology segment.

Karl-Olof Borg, Active Biotech's Research Director, presented the Lund Research Center. He stressed that existing methods of treatment for autoimmune diseases have their limitations, and that there are very considerable medical needs in this area. The Managing Director said that acquisition of the Lund Research Center gives the Active Biotech Group a well-balanced research portfolio, with projects in both late clinical phases and early pre-clinical phases. Under the terms of the acquisition, there will also be commissioned research for Pharmacia & Upjohn for a period of three years.

In addition to the Lund Research Center, the Groups also includes SBL Vaccin (Solna, Sweden) and Actinova (Cambridge, UK).

The AGM unanimously approved:


- New Articles of Association in which the company's head office is now Lund, and including the right to request conversion of Series A shares to Series B shares.

- Acquisition of the Lund Research Center as a result of a non-cash issue to Pharmacia & Upjohn of two million Series B shares.

- New issue of approximately SEK 255 million with preferential rights to existing shareholders 1:4, at a price of SEK 135 and a subscription period from 27 April-15 May.
A prospectus is being distributed to shareholders in the week commencing 20 April.

- New issue of approximately SEK 250 million, directed to institutional investors in the Swedish and international capital markets for a maximum of 1.6 million Series B shares. The issue price will be determined on market terms in relation to the prevailing market price for Active Biotech's Series B share at the date of issue.

- Share issue programme for Group employees, entitling them to subscribe for shares at a price of SEK 332 during the period 25 November 2001-25 February 2003. The price per warrant is SEK 36 at the prevailing market price.

- Sale of Rederi AB Heron for SEK 10 million to senior officers in this subsidiary.

- Dividend of SEK 4 per share. Record date 20 April.
The following members of the Board of Directors were re-elected: Lena Apler, Bo Håkansson, Lars Jonung, Hans Lindell and Staffan Svenby. The following were elected as new members of the Board: Svend Holst-Nielsen, CEO Unilever AB; Leslie Hudson, Senior Vice President, Group Research, Pharmacia & Upjohn; Mats Pettersson, Senior Vice President, Business Development, Pharmacia & Upjohn; and Hugo Thelin, Chairman of the Board of Karolinska Innovations, etc.

At the consituent Board meeting following the AGM, Hugo Thelin was elected Chairman of the Board. Hugo Thelin has been working in the biotechnology and pharmaceutical industry for many years, for example as Technical Manager at Astra and Technical Director at Kabi Vitrum (subsequently Pharmacia).

Malmö, 17 April 1998
Active i Malmö (publ)

Bo Håkansson Managing Director
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