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Emergent BioSolutions (EBS) Says Aptevo (APVO) Will Begin Trading on 'When Issued' Basis Today

July 20, 2016 7:07 AM EDT

In connection with the spin-off of Aptevo Therapeutics Inc. (Nasdaq: APVO) through a dividend distribution by Emergent BioSolutions Inc. (NYSE: EBS) of one share of Aptevo common stock for every two shares of Emergent common stock outstanding as of the close of business on July 22, 2016, Emergent announced that Aptevo common stock will commence trading today, July 20, 2016, on a “when issued” basis under the symbol “APVOV” on the Nasdaq Global Select Market.

Emergent expects that the dividend distribution will be paid on August 1, 2016 and that Aptevo common stock will begin “regular way” trading under the symbol APVO on the Nasdaq Global Select Market on August 1, 2016.

The distribution of Aptevo common stock will be made in book-entry or certificated form and no action or payment by Emergent stockholders is required to receive shares of Aptevo common stock. The Securities and Exchange Commission has declared effective Aptevo’s Registration Statement on Form 10, which contains important information regarding Aptevo and the spin-off. An information statement containing important information about Aptevo and the spin-off will be mailed to Emergent stockholders.

The distribution of Aptevo common stock in the spin-off is subject to the satisfaction or waiver of certain conditions including, but not limited to, the completion of an internal reorganization, the receipt of an opinion of tax counsel and the other conditions summarized in the Form 10. The transaction does not require approval from Emergent stockholders. The Form 10 includes as Exhibit 2 a preliminary form of a Separation and Distribution Agreement, which includes the conditions to the distribution. Those filings are available at www.sec.gov.

Trading of Emergent Common Stock Emergent common stock will continue to trade on the New York Stock Exchange (NYSE). Beginning July 21, 2016, and continuing through August 1, 2016, the dividend distribution payment date, Emergent common stock is expected to trade on the NYSE in both “regular way” (“EBS”) and “when issued” (“EBS WI”) markets.

Stockholders who sell their shares of Emergent common stock in the “regular way” market, which is the normal trading market on the NYSE under the symbol “EBS,” after the record date and on or prior to the dividend distribution payment date, will be selling their right to receive shares of Aptevo common stock in connection with the spin-off.

Stockholders who sell their shares of Emergent common stock in the “when issued” market, which is the ex-distribution market on the NYSE under the symbol “EBS WI,” will trade without the right to receive the shares of Aptevo common stock in the distribution, on or prior to the distribution date.

Emergent stockholders are encouraged to consult with their financial advisors regarding the specific consequences of selling shares of Emergent common stock before August 1, 2016, the ex-dividend distribution payment date. Beginning August 1, 2016, Emergent common stock will trade only in the “regular way” market, which is the normal trading market on the NYSE under the symbol “EBS.”



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