029 Group SE

M&A Activity • Mar 28, 2006

News Details

Ad-hoc | 28 March 2006 00:34

RHEIN BIOTECH NV TO SELL ITS SUBSIDIARY RHEIN BIOTECH GMBH TO DYNAVAX TECHNOLOGIES CORPORATION

Ad hoc announcement transmitted by DGAP – a company of EquityStory AG. The issuer is solely responsible for the content of this announcement. —————————————————————————— RHEIN BIOTECH NV Contact: Patrik Richard Phone +41 31 980 64 91 E-mail patrik.richard@bernabiotech.com RHEIN BIOTECH NV TO SELL ITS SUBSIDIARY RHEIN BIOTECH GMBH TO DYNAVAX TECHNOLOGIES CORPORATION Maastricht, the Netherlands – March 27, 2006 – Rhein Biotech NV (“RBNV”) (Frankfurt, Geregelter Markt: RBO) announced today that it plans to sell its subsidiary and biopharmaceutical and vaccine manufacturer Rhein Biotech Gesellschaft für Neue Biotechnologische Prozesse und Produkte m.b.H (“Rhein Düsseldorf”) to Dynavax Technologies Corporation (‘Dynavax’) (NASDAQ: DVAX), in a cash for stock transaction. The transaction enables RBNV to continue to focus on core competencies by divesting a non-strategic asset while retaining for it and its affiliates necessary access to technology applicable to its product development activities. As of March 2005, Rhein Düsseldorf was already repositioned in order to allow Rhein Düsseldorf to become an independent product development company and strategic partner for other biotech companies. Through the combination with Dynavax, Rhein Düsseldorf will become part a group that plans to expand its business. Dynavax has expressed to welcome Rhein Düsseldorf’s management and employees to Dynavax and that Rhein Düsseldorf’s development and regulatory expertise, high quality manufacturing capabilities and excellent reputation, especially in Europe, will be valuable assets as the combined business will be built. Dynavax anticipates that the integration of the Rhein Düsseldorf and Dynavax businesses should proceed smoothly. The sale of Rhein Düsseldorf is subject to approval from the general meeting of shareholders of RBNV. RBNV will convene an extraordinary shareholders meeting to resolve upon such approval. Rhein Biotech N.V is 93% owned by Berna Biotech AG. Crucell N.V., the company that owns substantially all shares of Berna Biotech AG, announced that on the basis of the currently available information it has undertaken to procure that Berna Biotech AG votes in favour of the divestiture of Rhein Biotech GmbH. About Rhein Düsseldorf Incorporated in 1985, Rhein Düsseldorf, based in Düsseldorf, Germany, is an integrated biopharmaceutical company with established businesses in hepatitis B and other vaccine product development and manufacturing. Rhein Düsseldorf’s key products include SuperVax, a two-dose hepatitis B vaccine, Theravax, a development-stage therapeutic vaccine for treatment of chronic hepatitis B, and a development-stage vaccine to prevent cytomegalovirus infection. Other products Rhein Düsseldorf has developed and licensed-out include a three-dose hepatitis B vaccine and alpha-interferon. Rhein Düsseldorf has approximately 45 employees. Rhein Düsseldorf is a wholly owned subsidiary of RBNV, a Dutch company listed at the Frankfurt Stock Exchange, based in Maastricht, the Netherlands. RBNV is a global vaccine-focused biotech company, which combines its patented platform technologies with conventional vaccine know-how to develop, produce and market prophylactic and therapeutic vaccines. In 2002, Berna Biotech AG, of Berne, Switzerland, acquired over 93% of RBNV. Berna Biotech was recently acquired by Crucell NV, of Leiden, the Netherlands. Financial Terms of the Transaction Under the terms of the planned acquisition, Dynavax will pay to RBNV approximately Euro 10 million which amount includes repayment of all Rhein Düsseldorf’s outstanding debt obligations to RBNV. The acquisition relates to 100% of the share capital of Rhein Düsseldorf, which assets include manufacturing facilities, research and development stage products, the industrial enzymes business and personnel. The transaction is anticipated to close in the second quarter of 2006. (c)DGAP 28.03.2006 ————————————————————————— language: English emitter: Rhein Biotech N.V. Oude Maasstraat 47 6229 BC Maastricht Niederlande phone: +31 433 56 78 9-0 fax: +31 433 56 78 9-9 email: patrik.richard@bernabiotech.com WWW: www.bernabiotech.com ISIN: NL0000230324 WKN: 919544 indexes: stockmarkets: Geregelter Markt in Frankfurt (General Standard); Freiverkehr in Berlin-Bremen, Stuttgart, München, Hamburg, Düsseldorf End of News DGAP News-Service ————————————————————-