euro adhoc: LION Bioscience AG
LION bioscience Announces Decision
to Delist From NASDAQ
Disclosure announcement transmitted by euro adhoc. The issuer is responsible for the content of this announcement.
Cambridge, MA, USA, Heidelberg, Germany, November 15, 2004 - LION
bioscience AG (Nasdaq: LEON) today announced it will voluntarily
delist its American Depositary Shares ("ADSs") from the Nasdaq
National Market and terminate its American Depositary Receipt ("ADR")
facility, effective as of the close of trading on December 22, 2004.
After that date, there will be no further trading of LION ADSs on the
Nasdaq National Market. LION has notified Nasdaq of the voluntary
delisting.LION has notified JP Morgan Chase Bank ("JPMorgan"), as successor to
Morgan Guaranty Trust Company of New York, the depositary for LIONs
ADR facility, that LION is terminating the facility, which will cause
all outstanding LION ADSs to be cancelled, and that the Registration
Statement on Form F-6 with respect to LION ADSs will be terminated.
LION expects that all of these events will become effective on
December 22, 2004.In addition, the termination provision of the deposit agreement has been amended, effective December 22, 2004, with respect to the ADR facility to shorten, from one year to 60 days, the period during which holders of LION ADSs will be entitled to surrender their ADSs for withdrawal of LION common shares represented by such LION ADSs. With the amendment the deadline for such surrenders will be February 20, 2005 following the expected termination of LIONs ADR facility on December 22, 2004. As soon as practicable after February 20, 2005, JPMorgan, as depositary will, to the extent practicable, sell on the German Stock Market the underlying common shares as to which LION ADSs have not been surrendered by that date and will thereafter (as long as it may lawfully do so) hold the net proceeds of these sales under the deposit agreement, without liability for interest, for the pro rata benefit of the registered holders of the LION ADSs that had not been surrendered.
LION also intends to seek to deregister the common shares underlying the ADSs, and the ADSs, under the Securities Exchange Act of 1934 (the "Exchange Act") as soon as possible after all remaining shares underlying unsurrendered ADSs have been sold by JP Morgan.
As first announced on June 23, 2004, the Executive Board of LION reviewed the benefits of delisting its ADSs from the Nasdaq National Market and terminating its ADR facility in the light of the low volume of LION ADSs traded on the Nasdaq National Market and the expenses associated with maintaining LIONs Nasdaq listing and ADR facility and of complying with the reporting requirements of the Securities Exchange Act of 1934. Based on these factors LIONs Executive Board has determined that these expenses outweigh any benefit of continuing LIONs ADR facility.
LIONs continuing commitment to its US operations is not affected by its decision to withdraw its ADS listing from Nasdaq. LIONs total number of shares outstanding and the listing of its common bearer shares on the Prime Standard segment of the Frankfurt Stock Exchange will not be affected by the planned actions.
end of announcement euro adhoc 15.11.2004 13:00:05
Further inquiry note:
Günter Dielmann, Tel.: +49 6221 4038-249,
guenter.dielmann@lionbioscience.com
Tracy Coffey, Tel.: +1 857 919 9975,
tracy.coffey@lionbioscience.com
Branche: Pharmaceuticals
ISIN: DE0005043509
WKN: 504350
Index: Nemax 50, Prime Standard
Börsen: Frankfurter Wertpapierbörse / regulated dealing
New York / regulated dealing
Berliner Wertpapierbörse / free trade
Hamburger Wertpapierbörse / free trade
Baden-Württembergische Wertpapierbörse / free trade
Börse Düsseldorf / free trade
Niedersächsische Börse zu Hannover / free trade
Bayerische Börse / free trade
Bremer Wertpapierbörse (BWB) / free trade