NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

Basel, Switzerland. January 29, 2025
 

• All primary offering consists of up to 2,083,333 newly issued shares, in addition to an over-allotment option of up to 138,888 shares.
• Price for the offered shares has been set at CHF 36.00 per share and will result in an offer size of approximately CHF 80 million in gross proceeds (assuming the over-allotment option is exercised in full).
• Offer period commences today, January 29, 2025, and is anticipated to end on February 05, 2025.
• Listing and first day of trading on the SIX Swiss Exchange are expected to take place on February 07, 2025.
• BioVersys is expected to be included in the Swiss Performance Index (SPI) on its second trading day, February 10, 2025.

BioVersys AG (the “Company”), a multi-asset, clinical stage biopharmaceutical company focusing on research and development of novel antibacterial products for serious life-threatening infections caused by multidrug-resistant (MDR) bacteria, announced today the publication of its prospectus and the start of the book-building process as part of its intention to conduct an Initial Public Offering (the “IPO” or the “Offering”) on the SIX Swiss Exchange.

Summary of the Proposed Offering
 

BioVersys is targeting gross proceeds of CHF 75 million from the Offering (excluding the over-allotment option) and intends to allocate a majority of such proceeds from the Offering for the development of its lead asset, BV100. Proceeds from the Offering will also be used, in cooperation with GSK and with additional support from non-dilutive grant money, to progress the clinical development of the Company’s second lead asset, Alpibectir, towards regulatory approval. The remaining proceeds are expected to be allocated to the Company’s preclinical pipeline, complementing existing non-dilutive funding to progress BioVersys’ fast follower assets towards clinical development. Based on the current capex forecasts, the Company expects to be funded by IPO proceeds into 2028.

The all-primary IPO consists of up to 2,083,333 newly issued shares in addition to an over-allotment option of up to 138,888 newly issued shares.

The price for the offered shares has been set at CHF 36.00 per share, implying a base offer size of approximately CHF 75 million, and an offer size of approximately CHF 80 million if the over-allotment option is exercised in full.

Based on the offer price, the implied market capitalization of BioVersys is estimated to be CHF 212.9 million (assuming the over-allotment option is exercised in full). On the first day of trading, the free float is expected to be up to 28%.

The Offering is expected to be conducted as a public offering in Switzerland and take the form of private placements in a number of jurisdictions, including in the United States, to certain qualified institutional buyers (“QIBs”) and institutional “accredited investors” in each case as defined in the applicable securities laws and regulations.

The book-building process commences today, January 29, 2025, and is expected to end on February 05, 2025 at 12:00 CET for retail and private banking investors and at 15:00 CET for institutional investors. The final offer size is expected to be published on February 06, 2025. The first day of trading is expected to be February 07, 2025.

Pursuant to a commitment letter dated as of January 27, 2025, Glaxo Group Limited (“GSK”) has committed to invest an amount of CHF 3.5 million in the Offering. Pursuant to commitment letters dated as of January 28, 2025, AMR Action Fund, L.P. and AMR Action Fund, SCSp (together, and each individually, the "AMR Action Fund") have committed to purchase from the Company, and the Company has committed to issue to the AMR Action Fund, Offered Shares in an aggregate investment amount equaling gross proceeds of CHF 16.0 million in the Offering.

The directors of the Company and its executive management committed to a customary lock-up period of 360 days and all existing shareholders committed to a lock-up period of 180 days.

The offering and listing prospectus for this Offering has been approved by the Prospectus Office of SIX Exchange Regulation and is available free of charge at UBS AG (email: swiss-prospectus@ubs.com).

Citi, UBS and Stifel are acting as joint global coordinators, with Octavian and Mirabaud as selling agents.

For information on the public offering of securities of BioVersys AG in Switzerland, for those legally permitted, please visit  www.bioversys.com/investors/IPO.

Expected Timeline

About Antimicrobial Resistance (AMR)
AMR has been widely recognized as the top priority health threat by the World Health Organization (WHO), the G7 and G20. AMR has resulted in the majority of our antimicrobial therapies becoming obsolete thereby leaving the world’s population completely susceptible to an ever-increasing range of infections. More than 1’270’000 lives are lost every year to AMR, a figure which is predicted to rise to 10 million by 2050. In Europe alone, about 4 million hospital-acquired infections (HAIs) occur annually, and AMR is responsible for an estimated 33’000 deaths per year, with associated EUR 1.5 billion in healthcare costs and productivity losses every year. Resistant infections threaten the advancements of modern medicine, where patients undergoing surgery, treatments for cancer, or viral infections (COVID-19) are put in jeopardy of contracting an untreatable bacterial infection because appropriate working antibiotics are no longer available.

About BioVersys
BioVersys AG is a multi-asset, clinical stage biopharmaceutical company focused on identifying, developing and commercializing novel antibacterial products for serious life-threatening infections caused by multi-drug resistant (“MDR”) bacteria. Derived from the Company’s two internal technology platforms (TRIC and Ansamycin Chemistry), candidates are designed and developed to overcome resistance mechanisms, block virulence production and directly affect the pathogenesis of harmful bacteria towards the identification of new treatment options in the antimicrobial and microbiome fields. This enables BioVersys to address the high unmet medical need for new treatments against life-threatening resistant bacterial infections and bacteria-exacerbated chronic inflammatory microbiome disorders. The Company’s most advanced research and development programs address nosocomial infections of Acinetobacter baumannii (BV100, Phase 3 ready), and tuberculosis (alpibectir, Phase 2a, in collaboration with GlaxoSmithKline (GSK) and a consortium of the University of Lille, France). BioVersys is located in the biotech hub of Basel, Switzerland.

BioVersys contact 
Hernan Levett, CFO, Tel. +41 61 633 22 50; Mail: Hernan.levett@bioversys.com
For Media: media@bioversys.com
www.bioversys.com

Disclaimer
This document is not an offer to sell or a solicitation of offers to purchase or subscribe for shares. This document is not a prospectus within the meaning of the Swiss Financial Services Act and not a prospectus under any other applicable laws. Copies of this document may not be sent to, distributed in or sent from jurisdictions in which this is barred or prohibited by law. The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, in any jurisdiction in which such offer or solicitation would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction.

This document constitutes advertising in accordance with article 68 of the Swiss Financial Services Act. Such advertisements are communications to investors aiming to draw their attention to financial instruments. Any investment decisions with respect to any securities should not be made based on this advertisement.

A decision to invest in securities of BioVersys AG should be based exclusively on the issue and listing prospectus published by BioVersys AG (the Company) for such purpose. Copies of such issue and listing prospectus (and any supplements thereto) are available free of charge from UBS AG (email: swiss-prospectus@ubs.com).

This document is not for publication or distribution in the United States of America (including its territories and possessions, any State of the United States and the District of Columbia), Canada, Japan or Australia or any other jurisdiction into which the same would be unlawful. This document does not constitute an offer or invitation to subscribe for or purchase any securities in such countries or in any other jurisdiction into which the same would be unlawful. In particular, the document and the information contained herein should not be distributed or otherwise transmitted into the United States of America or to publications with a general circulation in the United States of America. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the Securities Act), or the laws of any state and may not be offered or sold in the United States of America absent registration under or an exemption from registration under the Securities Act. There will be no public offering of the securities in the United States of America.

The information contained herein does not constitute an offer of securities to the public in the United Kingdom. No prospectus offering securities to the public will be published in the United Kingdom. In the United Kingdom this document is only directed at persons who are (A) qualified investors within the meaning of Article 2(e) of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended, and who are also (B)(i) investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the FSMA Order); (ii) persons falling within Articles 49(2)(a) to (d), “high net worth companies, unincorporated associations, etc.” of the FSMA Order or (iii) persons to whom an invitation or inducement to engage in investment activity within the meaning of Section 21 of the Financial Services and Markets Act 2000 may otherwise be lawfully communicated or caused to be communicated (all such persons together being referred to as relevant persons). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

In any member state of the European Economic Area (each a Relevant State) this document is only addressed to qualified investors in that Relevant State within the meaning of the Prospectus Regulation.

Information to UK Distributors: Solely for the purposes of the product governance requirements of Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the “UK Product Governance Requirements”), and disclaiming all and any liability, whether arising in delict, tort, contract or otherwise, which any “manufacturer” (for the purposes of the UK Product Governance Requirements), may otherwise have with respect thereto, the Shares have been subject to a product approval process by each Manager established in the UK, which has determined that the Share are: (i) compatible with an end target market of retail investors, as defined in the FCA Handbook Conduct of Business Sourcebook (“COBS”), investors who meet the criteria of professional clients, as defined in Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended, and eligible counterparties, as defined in the COBS; and (b) eligible for distribution through all permitted distribution channels (the “UK Target Market Assessment”). Notwithstanding the UK Target Market Assessment, “distributors” should note that: the price of the Shares may decline and investors could lose all or part of their investment; the Shares offer no guaranteed income and no capital protection; and an investment in the Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom.

The UK Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Offer. Furthermore, it is noted that, notwithstanding the UK Target Market Assessment, the Managers established in the UK will only procure investors who meet the criteria of professional clients and eligible counterparties. For the avoidance of doubt, the UK Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of Chapter 9A or 10A respectively of the COBS; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Shares. Each distributor is responsible for undertaking its own target market assessment in respect of the Shares and determining appropriate distribution channels.

Information to EEA Distributors: Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended (“MiFID II”); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II and (c) local implementing measures (together, the “MiFID II Product Governance Requirements”), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any “manufacturer” (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the Shares have been subject to a product approval process by each Manager established in the EEA, which has determined that the Shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the Target Market Assessment). Notwithstanding the Target Market Assessment, Distributors should note that: the price of the Shares may decline and investors could lose all or part of their investment; the Shares offer no guaranteed income and no capital protection; and an investment in the Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom.

The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Offer. Furthermore, it is noted that, notwithstanding the Target Market Assessment, the Managers established in the EEA will only procure investors who meet the criteria of professional clients and eligible counterparties. For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Shares. Each distributor is responsible for undertaking its own target market assessment in respect of the Shares and determining appropriate distribution channels.

Certain statements in this announcement are forward-looking statements. Forward looking statements are statements that are not historical facts and may be identified by words such as “plans”, “targets”, “aims”, “believes”, “expects”, “anticipates”, “intends”, “estimates”, “will”, “may”, “continues”, “should” and similar expressions. These forward-looking statements reflect, at the time, BioVersys’ beliefs, intentions and current targets/aims concerning, among other things, BioVersys’ results of operations, financial condition, industry, liquidity, prospects, growth and strategies and are subject to change. The estimated financial information is based on management's current expectations and is subject to change. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial consequences of the plans and events described herein. Actual results may differ from those set forth in the forward-looking statements as a result of various factors (including, but not limited to, future global economic conditions, changed market conditions, intense competition in the markets in which BioVersys operates, costs of compliance with applicable laws, regulations and standards, diverse political, legal, economic and other conditions affecting the BioVersys’ markets, and other factors beyond the control of BioVersys). Neither BioVersys nor its shareholders, directors, officers, employees, advisors, or any other person is under any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You should not place undue reliance on forward-looking statements, which speak of the date of this announcement. Statements contained in this announcement regarding past trends or events should not be taken as a representation that such trends or events will continue in the future. Some of the information presented herein is based on statements by third parties, and no representation or warranty, express or implied, is made as to, and no reliance should be placed on, the fairness, reasonableness, accuracy, completeness or correctness of this information or any other information or opinions contained herein, for any purpose whatsoever.

Except as required by applicable law, BioVersys AG has no intention or obligation to update, keep updated or revise this publication or any parts thereof following the date hereof.

None of the underwriters, the selling agents or any of their respective subsidiary undertakings, affiliates or any of their respective directors, officers, employees, advisers, agents, alliance partners or any other entity or person accepts any responsibility or liability whatsoever for, or makes any representation, warranty or undertaking, express or implied, as to the truth, accuracy, completeness or fairness of the information or opinions in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the group, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith. Accordingly, each of the underwriters, the selling agents and the other foregoing persons disclaim, to the fullest extent permitted by applicable law, all and any liability, whether arising in tort or contract or that they might otherwise be found to have in respect of this announcement and/or any such statement.