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Genmab Share Issue/Capital Change 2012

Aug 30, 2012

3365_rns_2012-08-30_e3b43a73-0f6f-4792-81f2-7387ec14bbe1.html

Share Issue/Capital Change

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News Details

Ad-hoc | 30 August 2012 06:40

Additional details concerning issue of shares to Johnson & Johnson Development Corporation as part of the daratumumab agreement

Genmab A/S

30.08.2012 06:40

Dissemination of a Adhoc News, transmitted by DGAP - a company of
EquityStory AG.
The issuer is solely responsible for the content of this announcement.


Company Announcement

  • Johnson & Johnson Development Corporation to subscribe to 5.4 million shares
    of nominally DKK 1 at a price of DKK 88 per share
  • Total investment of DKK 475 million (approx. $80 million) in Genmab shares
  • Issue of shares is dependent on closing of the daratumumab license agreement
    between Genmab and Janssen Biotech, Inc., one of the Janssen Pharmaceutical
    Companies of Johnson & Johnson

Copenhagen, Denmark; August 30, 2012 - Genmab A/S (OMX: GEN) announced today
additional details concerning the subscription of shares by Johnson & Johnson
Development Corporation (JJDC) as part of the global license and development
agreement for daratumumab (HuMax(r)-CD38) between Genmab (see Genmab's Company
Announcement 20) and Janssen Biotech, Inc., one of the Janssen Pharmaceutical
companies of Johnson & Johnson.

The issue of new shares to Johnson & Johnson consists of a private placement of
5.4 million shares of nominally DKK 1 by Genmab to JJDC registered in New
Jersey.

The new shares will be issued by Genmab under the authorization to the board of
directors from Genmab's shareholders granted at the annual general meeting on
April 6, 2011. The new shares will be issued for cash without pre-emptive
rights for Genmab's existing shareholders, and no person or entity other than
JJDC will participate in the private placement.

Each share has a subscription price of DKK 88 per share of a nominal value of
DKK 1 (one). Genmab's closing share price on August 29, 2012 was DKK 67.85.

The new shares have the same rights and privileges as all other shares issued
by Genmab. The new shares are freely transferable negotiable instruments and
will carry full rights to dividends as of the date of issue. Under the terms of
the share subscription agreement, JJDC has agreed to certain customary
restrictions on trading Genmab shares.

Genmab currently has 44,907,142 shares outstanding and after completion of the
private placement the number of shares will be 50,307,142. After the issue of
the new shares, JJDC will own 10.73% of Genmab's share capital.

A private placement prospectus containing more details of the placement is
being prepared and will be published in accordance with applicable rules and
regulations. The prospectus will be published as soon as possible after the
signing of the share subscription agreement. The share subscription agreement
is subject to customary closing conditions, including antitrust clearance of
the daratumumab license agreement between Genmab and Janssen from the Federal
Trade Commission and the Antitrust Division of the Department of Justice under
the Hart-Scott-Rodino Act and approval of the prospectus by the Danish
Financial Supervisory Authority. An application will be made for the admittance
and listing of the new shares for trading on the NASDAQ OMX Copenhagen A/S.

About daratumumab
Daratumumab is a human CD38 monoclonal antibody with broad-spectrum killing
activity. Daratumumab is in clinical development for multiple myeloma (MM).
Daratumumab targets the CD38 molecule which is highly expressed on the surface
of multiple myeloma cells. Daratumumab could also have potential in other
tumors on which CD38 is expressed.

About Genmab A/S
Genmab is a publicly traded, international biotechnology company specializing
in the creation and development of differentiated human antibody therapeutics
for the treatment of cancer. Founded in 1999, the company's first marketed
antibody, ofatumumab (Arzerra(r)), was approved to treat chronic lymphocytic
leukemia in patients who are refractory to fludarabine and alemtuzumab after
less than eight years in development. Genmab's validated and next generation
antibody technologies are expected to provide a steady stream of future product
candidates. Partnering of innovative product candidates and technologies is a
key focus of Genmab's strategy and the company has alliances with top tier
pharmaceutical and biotechnology companies. For more information visit
www.genmab.com.

Contact:
Rachel Curtis Gravesen, Senior Vice President, Investor Relations &
Communications
T: +45 33 44 77 20; M: +45 25 12 62 60; E: [email protected]

This Company Announcement contains forward looking statements. The words
'believe', 'expect', 'anticipate', 'intend' and 'plan' and similar expressions
identify forward looking statements. Actual results or performance may differ
materially from any future results or performance expressed or implied by such
statements. The important factors that could cause our actual results or
performance to differ materially include, among others, risks associated with
pre-clinical and clinical development of products, uncertainties related to the
outcome and conduct of clinical trials including unforeseen safety issues,
uncertainties related to product manufacturing, the lack of market acceptance
of our products, our inability to manage growth, the competitive environment in
relation to our business area and markets, our inability to attract and retain
suitably qualified personnel, the unenforceability or lack of protection of our
patents and proprietary rights, our relationships with affiliated entities,
changes and developments in technology which may render our products obsolete,
and other factors. For a further discussion of these risks, please refer to the
risk management sections in Genmab's most recent financial reports, which are
available on www.genmab.com. Genmab does not undertake any obligation to update
or revise forward looking statements in this Company Announcement nor to
confirm such statements in relation to actual results, unless required by law.

Genmab(r); the Y-shaped Genmab logo(r); HuMax(r); HuMax-CD20(r); HuMax(r)-EGFr;
HuMax(r)-IL8; HuMax(r)-TAC; HuMax(r)-CD38; HuMax(r)-TF; HuMax(r)-TF-ADC; HuMax(r)-Her2;
HuMax(r)-cMet, HuMax(r)-CD74, DuoBody(tm) and UniBody(r) are all trademarks of Genmab
A/S. Arzerra(r) is a trademark of GlaxoSmithKline.

Company Announcement no. 21
CVR no. 2102 3884

Genmab A/S

Bredgade 34

1260 Copenhagen K

Denmark

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News Source: NASDAQ OMX

30.08.2012 DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de


Language: English
Company: Genmab A/S

          Dänemark

Phone:
Fax:
E-mail:
Internet:
ISIN: DK0010272202
WKN:

End of Announcement DGAP News-Service