Announcement no. 4/2008 To OMX The Nordic Exchange Copenhagen and the press Copenhagen, January 31, 2008 Report on the extraordinary general meeting and issue of warrants in Exiqon A/S Summary: Exiqon A/S announces report on the extraordinary general meeting held on 31 Janaury 2008, expected timing of publication of a prospectus and the decision of the supervisory board to issue warrants to key employees. Report on the extraordinary general meeting In accordance with the agenda, an extraordinary general meeting was held in Exiqon A/S today 31 January 2008. The general meeting adopted the supervisory board's proposal to authorize the supervisory board to increase the share capital by up to nom. DKK 6,161,004 through one or more issues without pre-emption rights for the existing shareholders; The general meeting adopted the general guidelines for incentive schemes; The general meeting adopted the supervisory board's proposal to increase the present authorization to issue warrants from 3.500.000 to 4.500.000 warrants and to amend the authorization to include employees in the company's subsidiaries; The company was granted authorization to acquire own shares (treasury shares). Exiqon expects to publish a prospectus regarding the Oncotech transaction during the course of next week. Issue of warrants In continuation of the extraordinary general meeting, a meeting was held in the supervisory board, where it was decided to issue 191.761 warrants to certain key employees in Exiqon A/S, who are not members of the supervisory board or the registered executive management, in accordance with the authorization granted in article 3c of the articles of association. The warrants issued entitle the warrant holder to subscribe for up to nom. DKK 191.761 shares of DKK 1.00 each in Exiqon A/S, and the supervisory board at the same time resolved to increase the company's share capital accordingly. The exercise price for the issued warrants is DKK 36.20 per warrant which corresponds to the average closing price of the Company's shares in the last five trading days up to and including 30 January 2008, plus 5% per year. Of the warrants issued one thirty-sixth (1/36) hereof may be exercised as from the first day of the calendar month following the date of issuance of these warrants. Another one thirty-sixth (1/36) of these warrants may be exercised as from the first day of each new calendar month until all of these warrants have become exercisable. Unexercised warrants become null and void after expiry of the first exercise period following 36 months after allocation. The resolution of the supervisory board has been included in article 3c2 of the company's articles of association. For more information, please contact: Lars Kongsbak, President and CEO, tel. + 45 40 90 21 01 Hans Henrik Chrois Christensen, CFO, tel. +45 45 65 09 53 or + 45 40 90 21 31 About Exiqon Exiqon's corporate mission is to combine leading-edge scientific expertise in gene expression with our proprietary LNA™ technology. Exiqon's products, services and scientific staff enable life science researchers to make groundbreaking discoveries. Moreover, Exiqon is addressing the unmet need for a new approach to the diagnosis of cancer. Exiqon's products are based on patented technology (LNA™ or Locked Nucleic Acids) that facilitates very precise and sensitive analysis of nucleic acids. Exiqon aims to expand the existing product offering for research use as well as to develop new proprietary molecular diagnostic products. Exiqon, through a number of recent initiatives, has positioned itself as a significant player in applying miRNA as the key biomarker in cancer diagnostics. Disclaimer Forward-looking statements: This announcement contains forward-looking statements regarding Exiqon's potential future development and financial performance and other statements which are not historical facts. Such statements are made on the basis of assumptions and expectations which, to the best of Exiqon's knowledge, are reasonable and well-founded at this time, but which may prove to be erroneous. Exiqon's operations are characterized by the fact that its actual results may deviate significantly from that described herein as anticipated, believed, estimated or expected. This announcement is not an offer of securities for sale in Exiqon. The shares in Exiqon have not been registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or any State securities laws and may not be offered, sold or delivered within the United States or to U.S. persons absent from registration under or an applicable exemption from the registration requirements of the United States securities laws and applicable State securities laws.
Report on the extraordinary general meeting and issue of warrants in Exiqon A/S
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