EANS-Adhoc: Intercell AG Merger between Intercell and Vivalis planned to
complete on May 28, 2013 - Relevant documents filed with the Commercial Court of
Lyon
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ad-hoc disclosure transmitted by euro adhoc with the aim of a Europe-wide
distribution. The issuer is solely responsible for the content of this
announcement.
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Mergers - Acquisitions - Takeovers/Company Information
14.05.2013
Vienna (Austria), Nantes (France) May 14, 2013 - Intercell AG (Intercell, VSE;
"ICLL") and Vivalis SA (Vivalis, NYSE Euronext; "VLS") today announced that the
final administrative step for closing of the proposed merger between the two
companies to create Valneva SE (Valneva) has been initiated by filing of the
relevant documents with the companies' register at the Commercial Court of Lyon.
This step follows the approval of the proposed merger by the extraordinary
general meetings of both companies, the issuance of the pre-merger certificates
by the French Commercial Register on April 3, 2013 and by the Austrian
Commercial Register on April 12, 2013, and the issuance of the certificate of
legality of the merger on April 17, 2013. Subject to the registration decision
by the Court of Lyon, the completion of the merger is expected for May 28, 2013
and will have the following impact on shares and trading:
Automatic exchange of Intercell shares
On the expected closing date May 28, 2013, Intercell shareholders will receive
13 new ordinary shares and 13 new preferred shares of Valneva for every 40
Intercell shares (ISIN AT0000612601) that they own. The exchange of the shares
will be executed automatically and without costs for shareholders. Fractional
entitlements of less than one new Valneva share will be sold on the stock market
and proceeds will be credited to each shareholders account free of all charges.
Vivalis shares (ISIN FR0004056851) will not be affected by any share exchange
and continue to exist under the new name of Valneva. The Valneva shares will be
traded on both the NYSE Euronext Paris and the Vienna Stock Exchange.
Share trading on the Vienna Stock Exchange
Intercell shares will be suspended from trading on the Vienna Stock Exchange at
close of business of May 21, 2013 in order to enable the settlement of all
orders before the exchange into Valneva ordinary and preferred shares. Valneva
ordinary shares (ISIN FR0004056851) will start trading in the Prime Market
segment of the Vienna Stock Exchange on May 28, 2013 under the ticker symbol
"VLA" and will continue to be listed on the regulated market of NYSE Euronext in
Paris under the ticker symbol "VLS.PA". Valneva preferred shares (ISIN
FR0011472943) will start trading on May 28, 2013 on the regulated market of NYSE
Euronext in Paris under ticker symbol "VLSpr.PA" and on the unregulated Third
Market Segment of the Vienna Stock Exchange under the ticker symbol "VLAP".
Further inquiry note:
Intercell AG
Nina Waibel
Corporate Communications
Tel. +43 1 20620-1222
communications@intercell.com
end of announcement euro adhoc
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issuer: Intercell AG
Campus Vienna Biocenter 3
A-1030 Wien
phone: +43 1 20620-0
FAX: +43 1 20620-800
mail: investors@intercell.com
WWW: www.intercell.com
sector: Biotechnology
ISIN: AT0000612601
indexes: ATX Prime
stockmarkets: official market: Wien
language: English