Capital Raising Alternatives for Life Sciences Companies Seminar – London – June 11, 2015

On the back of the current life sciences wave which remains quite strong, we have organized a seminar at our offices in London on June 11th (which please note coincides with the Mediscience Awards, that are being held a few minutes away from our office, so that anyone attending that evening event will have plenty of time to get there) with the participation of some outstanding external speakers who will discuss capital raising and general strategies for life sciences companies, mainly in Europe. We have speakers from, among others, Celgene, Leerink and RBC Capital, as well as some of my Dechert partners from London, Paris, New York and Washington who will give their perspective on the merits of some of the different alternatives available to life sciences companies and what public market and strategic investors / acquirers are looking for in such companies. For example, a speaker from Celgene will give insight into the build and buy model that Celgene has been deploying in a number of recent transactions and which can provide multi-year funding to a life sciences company in return for a purchase option. You might like to know we also were recently involved in advising our Dutch client AM-Pharma on its similarly structured transaction with Pfizer on the other side as the acquirer.

This promises to be an informative and timely seminar and I hope you (or some of your colleagues who might be in London at the time) will be able to join us for it on the 11^th at 3:30 pm.

Regards,

Kris

Kristopher D. Brown Partner Dechert LLP +1 212 698 3679 Direct +1 212 698 3599 Fax kristopher.brown@dechert.com dechert.com

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Capital Raising Alternatives for European Life Sciences Companies

A Seminar Presented by Dechert’s Corporate and Securities Team

Thursday, 11 June 2015

Overview

While the U.S. IPO market has been buoyant for two years, recent headlines suggest that the European capital markets are beginning to open up as well. European life sciences companies are now afforded a variety of capital raising options, including home country listings, U.S. listings, and “build to buy” structures as alternatives to a sale to pharma to fund drug development.

This cross-border panel, which includes Dechert partners from London, Paris, New York and Washington, D.C., as well as representatives from Leerink Partners, RBC Capital Markets, Index Ventures and Celgene, will discuss the differences and advantages of these various options.

Topics to be covered will include:

The Business Case for NASDAQ/NYSE, LSE and Euronext IPOs

· Relative market volatility

· Valuation differentials

· Capital availability

· Relaxation of SEC standards (the JOBS Act)

Listing and Regulatory Considerations

· Structuring issues, including ADRs

· SEC registration

· Foreign Private Issuer (FPI) classification and related benefits

· Do you qualify for “emerging growth company” status under the JOBS Act?

· Financing alternatives (e.g., Rule 144A offerings and private placements)

· Main market LSE requirements vs. AIM

· Contrast with Euronext Paris listing requirements

“Build-to-Buy” Structures

· In the last several years, Celgene, Roche, Lilly and others have engaged in transactions that provide major multi-year funding (from US$50 to US$250 million) to support open-ended research by privately-held biotechs

· In return for this ambitious funding, biotechs grant a 3 to 5 year option to acquire the biotech for a specified period of time

· These structures, when designed properly, balance the needs of VC/other investors, biotechs and pharmaceutical companies

When

Where

RSVP

Thursday, 11 June 2015 As our seminar precedes the European Mediscience Awards 2015, we have organised our programme to make sure that those who are planning to attend the Awards will have sufficient time to do so.

Dechert LLP London 160 Queen Victoria Street London EC4V 4QQ

Map/Directions

3:30 p.m. – 3:45 p.m.

Registration 3.45 p.m. – 5:45 p.m. Presentation and Q&A 5:45 p.m. – 7:00 p.m. Networking, drinks and canapes

Speakers

Graham Defries Dechert Partner, London

Francesco De Rubertis Partner, Index Ventures

Francois Hellot Dechert Partner, Paris

Tony Gibney Managing Director, Leerink Partners LLC

David Rosenthal Dechert Partner, New York

Angus Grant Vice President, Business Development & Global Alliances, Celgene Corporation

David Schulman Dechert Partner, Washington D.C.

Paul Tomasic Managing Director, European Head of Healthcare, RBC Capital Markets

Continuing Professional Development (CPD)

One (1) hour of CPD is available from the SRA for this seminar, which is suitable as an update for C&S legal professionals, in house counsel.

To browse upcoming events, please visit dechert.com/events

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