Mechelen, Belgium; 3 September 2012 – Galapagos NV (Euronext: GLPG) announced today that its Board of Directors created 530,140 warrants under a new warrant plan for the benefit of employees, directors and independent consultants of the Company and its subsidiaries.
On 3 September 2012, the Board of Directors of Galapagos approved the “Warrant Plan 2012” within the framework of the authorized capital. Under this warrant plan, 530,140 warrants were created, subject to acceptances.
The warrants created under Warrant Plan 2012 were offered on 3 September 2012, mainly to employees of Galapagos and its subsidiaries and in secondary order to its directors and consultants. The offer of warrants to directors has been pre-approved by the Extraordinary General Shareholders’ Meeting held on 22 August 2012.
The warrants have an exercise term of eight years as of the date of the offer and have an exercise price of €14.19 (the average closing price of the share on Euronext Brussels during the thirty days preceding date of the offer). The warrants are not transferable and can in principle not be exercised prior to the end of the third calendar year after the calendar year in which they were granted to the beneficiaries. Each warrant gives the right to subscribe to one new Galapagos share. Should the warrants be exercised, Galapagos will apply for the listing of the resulting new shares on a regulated stock market. The warrants as such will not be listed on any stock market.
To date, Galapagos’ total share capital amounts to €143,770,414.14; the total number of securities conferring voting rights is 26,577,554, which is also the total number of voting rights (the “denominator”), and all securities conferring voting rights and all voting rights are of the same category. The total number of rights (warrants) to subscribe to not yet issued securities conferring voting rights is 3,696,502, which equals the total number of voting rights that may result from the exercise of these warrants. Galapagos does not have any convertible bonds or shares without voting rights outstanding.
Galapagos (Euronext: GLPG; OTC: GLPYY) is a mid-size clinical stage biotechnology company specialized in the discovery and development of small molecule and antibody therapies with novel modes-of-action. The Company is progressing its JAK1 inhibitor GLPG0634, as well as one of the largest pipelines in biotech, with four programs in development and over 30 discovery programs. The Galapagos Group has over 800 employees and operates facilities in six countries, with global headquarters in Mechelen, Belgium. More info at: www.glpg.com
Elizabeth Goodwin, Director Investor Relations
Tel: +31 6 2291 6240
This release may contain forward-looking statements, including, without limitation, statements containing the words “believes,” “anticipates,” “expects,” “intends,” “plans,” “seeks,” “estimates,” “may,” “will,” “could,” “stands to,” and “continues,” as well as similar expressions. Such forward-looking statements may involve known and unknown risks, uncertainties and other factors which might cause the actual results, financial condition, performance or achievements of Galapagos, or industry results, to be materially different from any historic or future results, financial conditions, performance or achievements expressed or implied by such forward-looking statements. Given these uncertainties, the reader is advised not to place any undue reliance on such forward-looking statements. These forward-looking statements speak only as of the date of publication of this document. Galapagos expressly disclaims any obligation to update any such forward-looking statements in this document to reflect any change in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based, unless required by law or regulation.