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Onxeo Announces That Nasdaq Approved the Delisting of Its Shares From the First North Growth Market in Copenhagen
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Rhea-AI Summary
Onxeo, a clinical-stage biotechnology company, announced the approval of the delisting of its shares from Nasdaq's First North Growth market, effective November 8, 2022. This decision follows the Combined General Meeting's resolution from August 17, 2022. Onxeo shares will continue trading on Euronext Growth Paris. Danish shareholders will automatically exchange their shares for French shares at a one-to-one ratio, incurring no costs. The exchange process is expected to maintain identical rights for shareholders under the same ISIN. Shareholders objecting to the exchange must notify their banks by the deadline.
Positive
Shares to remain tradable on Euronext Growth Paris.
Danish shareholders will incur no costs during the share exchange.
Negative
Delisting from Nasdaq's First North Growth market may reduce liquidity for shareholders.
Last day of trading on the First North Growth market on November 8, 2022
Listing on Euronext Growth Paris remains unchanged
PARIS--(BUSINESS WIRE)--
Regulatory News:
Onxeo S.A.(Euronext Growth: ALONX, Nasdaq First North: ONXEO), a clinical-stage biotechnology company specializing in the development of innovative drugs targeting tumor DNA Damage Response (DDR) in particular against rare or resistant forms of cancer, today announced that Nasdaq approved the removal of shares from First North Growth trading.
Delisting/removal of shares
As announced on August 17, 2022, the Combined General Meeting of Onxeo SA has approved that the Company’s shares are to be delisted and removed from trading on Nasdaq’s First North Growth market.
Onxeo has subsequently applied for and received, by letter dated August 29, approval by Nasdaq Copenhagen that Onxeo shares are removed from trading on First North Growth. Shareholders holding Onxeo shares denominated in DKK and currently tradable on First North Growth (the “Danish Onxeo shares”) are referred to as “Danish shareholders”. These shares are issued via Euronext Securities (formerly VP Securities) in Denmark.
As a primary listing, Onxeo shares are listed for trading on Euronext Growth Paris, a multilateral trading facility. These shares denominated in euros (the “French Onxeo shares”) are issued via Euroclear Bank N.V.
Both the French Onxeo shares and the Danish Onxeo shares are registered with the same security identification number ISIN FR0010095596. The rights attached to the Danish Onxeo shares and the French Onxeo shares are the same.
In accordance with Nasdaq Rulebook, Danish Onxeo shares will remain tradable on First North Growth, subject to availability of counterparties, for a period until November 8, 2022. After this period, they will be removed from trading and Onxeo will provide that these shares, issued via Euronext Securities, are exchanged for French Onxeo shares, issued via Euroclear and freely tradable on Euronext Growth, Paris.
Exchange of shares
Following the last day of trading on and removal from First North Growth, which will happen November 8, 2022, the Company is expecting to instruct Nordea Danmark, subsidiary of Nordea Bank Abp, Finland (“Nordea”), to exchange the Company’s Danish Onxeo shares with the Company’s French Onxeo shares, as Nordea holds such number of French Onxeo shares equal to and as basis for the issued Danish Onxeo shares.
Danish shareholders will receive one French Onxeo Share in exchange of each Danish Onxeo Share they hold. These shares, issued via Euroclear, will be deposited (by book entry) in a custody account that can contain Euroclear issued securities. For most, if not all, Danish shareholders this will constitute a foreign security and be placed in a foreign custody account. Danish shareholders’ banks holding the current custody account for shares in Euronext Securities are expected to have custody accounts for foreign securities with correspondent banks in which to hold the French Onxeo shares.
The exchange will be made with Onxeo discharging the cost and fees of Nordea that would normally be the cost of a Danish Shareholder requesting to convert/exchange a Danish Onxeo Share with a French Onxeo Share.
The expected timetable after the removal from trading for the expected exchange of shares will be announced as soon as the detailed timetable has been agreed with Nordea, acting as the share issuing agent of Onxeo.
Tax
The Danish Onxeo shareholders are advised to seek independent tax advise based on the individual shareholders circumstances. However, based on existing case law an exchange of shares with identical shareholder rights (economical rights and voting rights) should as a main rule be tax-exempt. Against this background, it is Onxeo’s view that the proposed expected exchange of the Danish Onxeo shares with French Onxeo shares should be tax-exempt as the shares have identical rights for the shareholders towards the company, same ISIN and only differ by way of denomination (EUR/DKK) and the marketplace where the shares are admitted for trading (Euronext Growth/First North Growth).
Investors objecting to the share exchange
Onxeo is not seeking shareholders’ consent for the exchange of Danish Onxeo shares with French Onxeo share, because this operation is expected to be executed to provide Danish shareholders with the best possible and cheapest solution to maintain a share that can be traded on a trading platform.
In case Danish Onxeo Shareholders do not accept a share exchange, they will need to give their custody bank written notice hereof no later than November 8, 2022, 5 pm CET. As a result, they will remain holders of Danish Onxeo shares and Onxeo will seek to have such remaining Danish Onxeo shares de-registered from Euronext Securities. Upon deregistration, these Danish Onxeo shares will be cancelled and replaced by a physical certificate (the “Yellow Certificate”) that will allow shareholders to receive French Onxeo shares from Nordea if and when they decide, at their own cost. If Danish Onxeo Shareholders objecting to the automatic exchange fail to collect (and ultimately convert) their Yellow Certificate granted to them at the de-registration, they would lose the possibility to trade their Onxeo shares.
For further information, shareholders are invited to consult the Frequently asked questions relating to the withdrawal of the Company from the Nasdaq First North market in Copenhagen, available on the Company's website, in the General Meetings section. Shareholders may also contact Onxeo’s investors’ relations team by email at investors@onxeo.com.
About Onxeo
Onxeo (Euronext Growth Paris, NASDAQ First North Growth Copenhagen: ONXEO) is a clinical-stage biotechnology company developing innovative oncology drugs targeting tumor DNA-binding functions through unique mechanisms of action in the sought-after field of DNA Damage Response (DDR). The Company is focused on bringing early-stage first-in-class or disruptive compounds from translational research to clinical proof-of-concept, a value-creating inflection point appealing to potential partners.
platON is Onxeo’s proprietary chemistry platform of oligonucleotides acting as decoy agonists, which generates new innovative compounds and broaden the Company’s product pipeline.
AsiDNA, the first compound from platON, is a highly differentiated, clinical-stage first-in-class candidate in the field of DNA damage response (DDR) applied to oncology. Its decoy and agonist mechanism acting upstream of multiple DDR pathways results in distinctive antitumor properties, including the ability to prevent or abrogate tumor resistance to targeted therapies such as PARP inhibitors and strong synergy with tumor DNA-damaging agents such as radio-chemotherapy. AsiDNA is currently being studied in Europe in combination with other treatment modalities in difficult-to-treat solid tumors.
OX400 is a series of new drug candidates from platON, designed to be a next-generation PARP inhibitor acting on both the DNA Damage Response and the activation of immune response, without inducing resistance. The lead OX400 candidate is currently being optimized and is undergoing preclinical proof-of-concept studies, alone and in combination with immunotherapies.
For further information, please visit www.onxeo.com.
Forward looking statements
This communication expressly or implicitly contains certain forward-looking statements concerning Onxeo and its business. Such statements involve certain known and unknown risks, uncertainties and other factors, which could cause the actual results, financial condition, performance or achievements of Onxeo to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Onxeo is providing this communication as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise. For a discussion of risks and uncertainties which could cause actual results, financial condition, performance or achievements of Onxeo to differ from those contained in the forward-looking statements, please refer to the risk factors described in the most recent Company’s registration document or in any other periodic financial report and in any other press release, which are available free of charge on the websites of the Company Group (www.onxeo.com) and/or the AMF (www.amf-france.org).
When is the last day of trading for Onxeo shares on Nasdaq First North?
The last day of trading for Onxeo shares on Nasdaq's First North Growth market is November 8, 2022.
What happens to Onxeo shares after the delisting from Nasdaq First North?
After the delisting, Onxeo shares will continue to be traded on Euronext Growth Paris, and Danish shareholders will exchange their shares for French shares.
Do shareholders need to consent to the share exchange?
No, Onxeo is not seeking shareholders’ consent for the exchange of Danish shares for French shares.
What should Danish shareholders do if they don't agree with the share exchange?
Danish shareholders must provide written notice to their custody bank by November 8, 2022, 5 pm CET, if they do not accept the share exchange.
Will the exchange of shares be tax-exempt for Danish shareholders?
Onxeo believes the exchange will be tax-exempt as the shares have identical rights and only differ by denomination and trading platform.
