A listing prospectus concerning listing of new shares in Biotie Therapies Corp. has been published

BIOTIE THERAPIES CORP.      STOCK EXCHANGE RELEASE           1 February 2011, at
4.30 p.m.
 
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES,
AUSTRALIA, JAPAN OR CANADA.
 
A listing prospectus concerning listing of new shares in Biotie Therapies Corp.
has been published
 
Biotie Therapies Corp. ("Biotie" or "Company") publishes a listing prospectus
approved by the Finnish Financial Supervisory Authority today ("Listing
Prospectus").  Biotie publishes the Listing Prospectus solely for the purposes
of admission of the new shares to be issued pursuant to the resolutions passed
by the extraordinary general meeting of shareholders of Biotie held earlier
today to public trading on NASDAQ OMX Helsinki Ltd. Biotie does not offer any
securities on the basis of this Listing Prospectus.
 
The Listing Prospectus will be available at the headquarters of Biotie at
Tykistökatu 6, FI-20520 Turku, Finland as of 2 February 2011. The Listing
Prospectus will also be available on the Company's homepage at www.biotie.com as
of 1 February 2011. At this stage, the Listing Prospectus is available only in
Finnish. An unofficial English translation of the Listing Prospectus, which will
not be approved by the Finnish Financial Supervisory Authority, will be
available at the Company's homepage when ready on or about 7 February 2011.
 
The Listing Prospectus includes unpublished information described more
thoroughly below. In addition, Biotie updates its future outlook in the Listing
Prospectus as follows:
 
"Biotie's Future Outlook
 
Following the completion of the acquisition of Synosia Therapeutics Holding AG
("Synosia"), Biotie will focus on the development of the broadened joint product
portfolio of Biotie and Synosia, including drug candidates for neurodegenerative
and psychiatric disorders and inflammatory diseases.
 
Biotie will continue to support its licensing partner Lundbeck in the
development of nalmefene for the treatment of alcohol dependence. Final clinical
data from the ongoing Phase III study is expected in the second quarter of
2011; a possible marketing authorization submission in the EU is anticipated in
the second half of 2011.
 
Following the completion of the acquisition of Synosia, the Company will also
pursue the development of compounds SYN115, SYN118, SYN 120 and SYN117.
 
SYN115 for the treatment of Parkinson's disease is globally licensed to UCB
Pharma and a Phase IIb study is currently being initiated, which is intended to
be completed in the first half of 2013.
 
SYN118, also for the treatment of Parkinson's disease, is currently in a Phase
II clinical study and data from this study is expected to become available mid
2011. UCB Pharma has an option to license this product after the clinical data
is available for their review.
 
SYN120, for the treatment of cognitive disorders associated with Alzheimer's
disease and schizophrenia will shortly enter a Phase I PET ("positron emission
tomography") imaging study, which is scheduled to be completed early in 2012.
Roche has an option to license this compound back from Synosia to whom it
originally had granted a license in 2009.
 
SYN117 for the treatment of Post Traumatic Stress Disorder is currently being
developed through an externally funded study by the US Department of Defence. It
is assumed that no data from this study will become available before 2013.
 
A decision on the possible initiation of clinical studies for SYN111 for the
treatment of mood disorders and for treatment of bipolar disorder will be made
after the completion of the acquisition of Synosia.
 
Biotie will continue with the development of its proprietary VAP-1 antibody.
While the rights to the product in Japan, Taiwan, Singapore, Australia and New
Zealand have been granted to Seikagaku, Biotie retains ownership in the rest of
the world and will be looking for additional collaboration opportunities.
 
Biotie intends to continue active development of ronomilast for the treatment of
COPD. Further clinical trials are in preparation and Biotie will be looking for
potential collaboration opportunities for this product.
 
Biotie will need to secure its working capital in order to execute its intended
product development activities. Funds that will become available to the Company
through the completion of the acquisition of Synosia are expected to secure
sufficient working capital for the Company through Q1/2012. Biotie might also
consider securing financing through the issue of shares, either by exercising
its existing SEDA with YA Global or through directed share issues in the
future."
 
Pro forma information
 
The Listing Prospectus includes unpublished unaudited pro forma information
("Pro forma information"), which has been prepared to demonstrate to the reader
what could have been the results of operations and the balance sheet position
had the acquisition of Synosia taken place at an earlier date. This Pro forma
information has been attached hereto as attachment.
 
Notably, the presented pro forma income statement highlights the increased
amount of research and development expense, totaling EUR 11.8 million (EUR 4.4
million for Biotie stand-alone) for the nine months ending on 30 September
2010. This is due to the substantially larger amount of clinical trials being
funded by the combined entity. Also, general and administrative expenses are
higher than for Biotie stand-alone, standing at EUR 4.7 million (EUR 2.7 million
for Biotie stand-alone) for the nine months ended 30 September 2010. Even if
compensated by higher revenues from continued operations of EUR 2.6 million (EUR
1.5 million for Biotie stand-alone), net loss based on the Pro forma information
for the first nine months ended 30 September 2010 stood at EUR 22.5 million,
compared with EUR 13.0 million for Biotie stand-alone. The pro forma income
statement for the full year 2009 can be found in the attachment displaying full
set of Pro forma information.
 
Based on the pro forma balance sheet as at 30 September 2010, liquid assets
stood at EUR 32.6 million compared with EUR 8.9 million for Biotie on a stand-
alone basis. Intangible assets stood at
EUR 72.8 million on the basis of a preliminary purchase price allocation,
compared with EUR 4.1 million for Biotie on a stand-alone basis. Total
preliminary purchase consideration was EUR 99.6 million. As part of the
transaction, EUR 15.7 million have preliminary been recorded as goodwill,
whereas Biotie on a stand-alone basis had no goodwill as at 30 September 2010.
The final purchase consideration will be calculated based on the quoted closing
price of the Biotie share at the date when the control in Synosia transfers to
Biotie approximately in 1 February 2011 after the resolutions of the EGM.
Shareholders' equity as at 30 September 2010 stood at EUR 76.3 million, compared
with EUR -21.9 million for Biotie on a stand-alone basis.
 
The basis of the preparation of the presented Pro forma information is explained
in detail in the attached document.
 
In Turku, 1 February 2011
 
Biotie Therapies Corp.
Timo Veromaa, President and CEO
 
For further information, please contact:
Virve Nurmi, Investor Relations Manager,  Biotie Therapies Corp.
tel. +358 2 274 8900, e-mail: virve.nurmi@biotie.com
 
www.biotie.com
 
Distribution:
NASDAQ OMX Helsinki Ltd
Main Media
 
Pro forma information.pdf
 
Pro forma information: 
http://hugin.info/132030/R/1484380/419580.pdf
 
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Source: Biotie Therapies Oyj via Thomson Reuters ONE
 
[HUG#1484380]