EANS-Adhoc: AGENNIX AG / Agennix AG Announces Planned Rights Offering and Capital Increase

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ad-hoc disclosure pursuant to section 15 of the WpHG transmitted by euro
adhoc with the aim of a Europe-wide distribution. The issuer is solely
responsible for the content of this announcement.
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Company Information/Rights Offering, Capital Increase

16.11.2011

Planegg/Munich (Germany), November 16, 2011 - Agennix AG (Frankfurt
Stock Exchange (Prime Standard): AGX/ISIN DE000A1A6XX4) today
announced that its Management Board has resolved, with the approval
of the Supervisory Board, to increase the Company's share capital
from E41,937,776 by up to E 9,319,504 to up to E 51,257,280, by
offering up to 9,319,504 newly issued shares in a rights offering to
its existing shareholders of record as of November 22, 2011. The
subscription ratio will be 9:2; i.e., a shareholder is entitled to
receive two newly issued shares for each existing nine shares held at
the record date. The subscription price has been set at E 2.95 per
share, which represents approximately a 4% discount to the November
16, 2011 XETRA closing price of E 3.06 per Agennix AG share on the
Frankfurt Stock Exchange. The offering will utilize existing
authorized capital created by prior shareholders' resolutions.

The capital increase is planned to be a mixed capital increase of
cash and contribution in kind. The contribution in kind will involve
the contribution by the Company's major shareholder, dievini Hopp
BioTech holding GmbH & Co. KG (dievini), of the E 15.0 million loan
that dievini provided to Agennix in July 2010, in addition to
approximately E 1.2 million in interest accrued on the loan as of
November 22, 2011. Pursuant to a commitment agreement that it has
entered into with the Company and Kempen & Co N.V. (Kempen & Co), the
global coordinator for the transaction, dievini has agreed to
exercise all of its subscription rights in the rights offering with
respect to shares held by it, which will represent the principal
amount of the loan plus approximately E 1.2 million in interest.

The cash portion of the capital increase will comprise an indirect
rights offering conducted by Kempen & Co in which all existing
shareholders other than dievini will be entitled to exercise their
subscription rights in cash. Any new shares not subscribed in the
rights offering will be offered on a pro rata basis to shareholders -
also at the subscription price - as part of an oversubscription for
shares. Binding offers for shares by way of subscription and/or
oversubscription must be submitted within the subscription period.

Under the commitment agreement, dievini also has the right to
participate in the oversubscription of new shares not subscribed by
other shareholders in the rights offering prior to the end of the
subscription period by placing an oversubscription order for shares
in the volume of shares not subscribed by other shareholders or in
any specific amount.

Shareholders may subscribe and/or oversubscribe to the new shares
during the subscription period, which is expected to begin on
November 23, 2011 and end on December 6, 2011. There will be no
organized trading in subscription rights and no public offering.

As part of the commitment agreement, dievini has also agreed that,
during a period ending six months after the first day of trading of
the new shares, it will not sell any share of the Company or enter
into any transaction or perform any action with equivalent economic
effect without the prior consent of Kempen & Co.

The new shares are expected to be admitted to trading in the
regulated market in the Prime Standard of the Frankfurt Stock
Exchange without the publication of a prospectus and to be included
in the existing listing on the Frankfurt Stock Exchange on or around
December 14, 2011 under the existing stock identification number
AGX/ISIN DE000A1A6XX4.

END OF AD HOC ANNOUNCEMENT

About Agennix Agennix AG is a publicly listed biopharmaceutical
company that is focused on the development of novel therapies that
have the potential to substantially improve the length and quality of
life of critically ill patients in areas of major unmet medical need.
The Company's most advanced program is talactoferrin, an oral
immunotherapy that has demonstrated activity in randomized,
double-blind, placebo-controlled Phase II studies in non-small cell
lung cancer and in severe sepsis. Talactoferrin is currently in Phase
III clinical trials in non-small cell lung cancer and in a Phase
II/III trial in severe sepsis. Other clinical development programs
include RGB-286638, a multi-targeted kinase inhibitor in Phase I
testing for cancer, and a topical gel form of talactoferrin for
diabetic foot ulcers. Agennix's registered seat is in Heidelberg,
Germany. The Company has three sites of operation: Planegg/Munich,
Germany; Princeton, New Jersey and Houston, Texas. For additional
information, please visit the Agennix Web site at www.agennix.com.

This ad hoc announcement contains forward-looking statements, which
express the current beliefs and expectations of the management of
Agennix AG, including statements about the Company's future cash
position. Such statements are based on current expectations and are
subject to risks and uncertainties, many of which are beyond our
control, that could cause future results, performance or achievements
to differ significantly from the results, performance or achievements
expressed or implied by such forward-looking statements. Actual
results could differ materially depending on a number of factors, and
we caution investors not to place undue reliance on the
forward-looking statements contained in this ad hoc announcement.
Forward-looking statements speak only as of the date on which they
are made and Agennix undertakes no obligation to update these
forward-looking statements, even if new information becomes available
in the future.

This ad hoc announcement is not for distribution, directly or
indirectly, in or into the United States (including its territories
and possessions, any State of the United States and the District of
Columbia). These materials do not constitute or form a part of any
offer or solicitation to purchase or subscribe for securities in the
United States of America. The shares in Agennix AG (the "Shares")
mentioned herein may not be offered or sold in the United States
absent registration or an exemption from registration under the U.S.
Securities Act of 1933, as amended (the "Securities Act").

The Shares have not been, and will not be, registered under the
Securities Act and will not be offered or sold in the United States,
except on the basis of applicable exemptions from registration. There
will be no public offering of securities in the United States or
elsewhere.

Agennix(TM) is a trademark of the Agennix group.

Further inquiry note:
Barbara Mueller
Manager, Investor Relations & Corporate Communications
Phone: +49 (0)89 8565 2693
ir@agennix.com

In the U.S.: Laurie Doyle
Senior Director, Investor Relations & Corporate Communications
Phone: +1 609 524 5884
laurie.doyle@agennix.com

Additional media contact for Europe:
MC Services AG
Raimund Gabriel
Phone: +49 (0) 89 210 228 0
raimund.gabriel@mc-services.eu

Additional investor contact for Europe:
Trout International LLC
Lauren Williams, Vice President
Phone: +44 207 936 9325
lwilliams@troutgroup.com

end of announcement euro adhoc
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issuer: AGENNIX AG
Im Neuenheimer Feld 515
D-69120 Heidelberg
phone: +49 89 8565 2693
FAX: +49 89 8565 2610
mail: ir@agennix.com
WWW: http://www.agennix.com
sector: Pharmaceuticals
ISIN: DE000A1A6XX4
indexes: CDAX, Prime All Share, Technology All Share
stockmarkets: regulated dealing/prime standard: Frankfurt, free trade: Berlin,
Hamburg, Düsseldorf, Hannover, München
language: English