BerGenBio ASA – Publication of prospectus and commencement of the application period


Bergen, Norway, 29 March 2017: Further to the announcement of the terms for BerGenBio’s (“BerGenBio” or the “Company”) initial public offering (the “Offering” or the “IPO”) published on 28 March 2017.

The Financial Supervisory Authority of Norway has approved the prospectus dated 28 March 2017 (the “Prospectus”) that has been prepared in connection with the Offering. The Prospectus is, subject to regulatory restrictions in certain jurisdictions, available at,,,, and Hard copies of the Prospectus may also be obtained free of charge at the offices of BerGenBio at Jonas Lies vei 91, 5009 Bergen, Norway, or by contacting one of the Managers.

As announced, the Offering will comprise an institutional offering and a retail offering, all as further set out in the Prospectus. The application period for both the institutional offering and the retail offering commences today, 29 March 2017 at 09:00 hours (CET). The application period for the retail offering will last until 12:00 hours (CET) on 5 April 2017, whilst the application period for the institutional offering will last until 14:00 hours (CET) on 5 April 2017. The application period(s) may be shortened or extended.

ABG Sundal Collier ASA, Arctic Securities and DNB Markets (a branch of DNB Bank ASA) are acting as Joint Global Coordinators and Joint Bookrunners in the IPO. The Joint Global Coordinators and Joint Bookrunners are herein referred to as the “Managers”. Nordnet Bank NUF is acting as Placing Agent in the retail offering on behalf of the Managers.




The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy, fairness or completeness.

These materials do not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in any jurisdiction where such offer or sale would be unlawful and the announcement and the information contained herein are not for distribution or release, directly or indirectly, in or into such jurisdictions.

United States

These materials may not be published, distributed or transmitted in the United States, Canada, Australia, the Hong Kong Special Administrative Region of the People’s Republic of China, South Africa or Japan. These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities (the “Shares”) of BerGenBio in the United States, Norway or any other jurisdiction. The Shares of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”). The Shares of the Company have not been, and will not be, registered under the Securities Act. Any sale in the United States of the securities mentioned in this communication will be made solely to “qualified institutional buyers” as defined in Rule 144A under the Securities Act.

European Economic Area

Any offering of securities will be made by means of a prospectus to be published that may be obtained from the Company or selling security holder and that will contain detailed information about the Company and its management, as well as financial statements.

These materials are an advertisement and not a prospectus for the purposes of Directive 2003/71/EC, as amended (together with any applicable implementing measures in any Member State, the “Prospectus Directive”). Investors should not subscribe for any securities referred to in these materials except on the basis of information contained in the Prospectus.

In any EEA Member State other than Norway and Sweden (from the time the prospectus has been approved by the Financial Supervisory Authority of Norway, in its capacity as the competent authority in Norway, and passported to Sweden and published in accordance with the Prospectus Directive) that has implemented the Prospectus Directive, this communication is only addressed to and is only directed at “qualified investors” in that Member State within the meaning of Article 2(1)(e) of the Prospectus Directive (“Qualified Investors”), i.e., only to investors to whom an offer of securities may be made without the requirement for the Company to publish a prospectus pursuant to Article 3 of the Prospectus Directive in such EEA Member State.

United Kingdom

In the United Kingdom, these materials are only being distributed to and are only directed at Qualified Investors who (i) are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the “Order”) or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as “Relevant Persons”). These materials are directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.

Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as "believe", "expect", "anticipate", “strategy”, "intends", "estimate", "will", "may", "continue", "should" and similar expressions. The forward-looking statements in this announcement are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this announcement by such forward-looking statements.

The IPO may be influenced by a range of circumstances, such as market conditions, and there is no guarantee that the IPO will proceed and that the listing will occur.

The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm, or to release publicly any revisions to any forwardlooking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.


For enquiries, please contact:
Richard Godfrey, CEO, +47 917 86 304

For International media enquiries
David Dible / Mark Swallow / Marine Perrier, Citigate Dewe Rogerson, +44 207 638 9571

For media enquiries in Norway
Mitra Hagen Negård, First House, +47 21 04 62 18

Om BerGenBio

Jonas Lies vei 91
5009 Bergen


About BerGenBio

BerGenBio (Bergen, Norway) is a clinical-stage biopharmaceutical company focused on developing a pipeline of first-in-class Axl kinase inhibitors to treat multiple cancer indications. The Company is a world leader in understanding the central role of Axl kinase in promoting cancer spread, immune evasion and drug resistance in multiple aggressive hematological and solid cancers.

BerGenBio’s lead product, BGB324, is a selective, potent and orally bio-available small molecule Axl inhibitor in Phase II clinical development in three major cancer indications. It is the only selective Axl inhibitor in clinical development. BGB324 is being developed by BerGenBio as a single agent therapy in acute myeloid leukaemia (AML)/myeloid dysplastic syndrome (MDS) and in combination with TARCEVA® (erlotinib) in advanced non-small-cell lung cancer (NSCLC); and in combination with KEYTRUDA® (pembrolizumab) in advanced NSCLC and triple negative breast cancer (TNBC) in collaboration with Merck & Co. Inc. (MSD).

The Company is also developing a diversified pre-clinical pipeline of selective Axl inhibitors including BGB149, anti-Axl monoclonal antibody.

For further information, please visit:

KEYTRUDA® is a registered trademark of Merck Sharp & Dohme Corp., a subsidiary of Merck & Co., Inc. TARCEVA® is a registered trademark of OSI Pharmaceuticals, LLC.

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BerGenBio announces the terms of its Initial Public Offering28.3.2017 08:07Pressemelding

Bergen, Norway, 28 March 2017: Further to the announcement on 8 March 2017 regarding the intention to list the shares of BerGenBio ASA (“BerGenBio” or the “Company”) on Oslo Børs and carry out an Initial Public Offering (the "Offering" or the “IPO”), BerGenBio today announces the terms of the IPO. Subject to approval of the listing application and the successful completion of the IPO, the shares of BerGenBio are expected to be admitted to listing and commence trading on Oslo Børs on or about 7 April 2017 under the ticker code “BGBIO” (subject to any delay, extension or shortening of the Offering period).

BerGenBio enters collaboration with MSD focused on clinical evaluation of BGB324 in combination with KEYTRUDA® (pembrolizumab) in advanced lung and breast cancer8.3.2017 12:00Pressemelding

Bergen, Norway, 8 March 2017: BerGenBio ASA, a clinical-stage biopharmaceutical company developing novel, selective Axl kinase inhibitors for multiple cancer indications, announces it has entered into a collaborative agreement with Merck & Co., Inc., Kenilworth, NJ, USA (known as MSD outside the US and Canada) , through a subsidiary, focused on the clinical evaluation of BGB324 with KEYTRUDA® (pembrolizumab) in patients with advanced non-small cell lung cancer (NSCLC) and triple-negative breast cancer (TNBC).