transgene launch of a capital increase

TRANSGENE : Transgene announces the launch of a capital increase with preferential subscription rightsParc d'Innovation d'Illkirch, France, 10th May 2010

http://www.euroinvestor.co.uk/news/story.aspx?id=11051616

TRANSGENE ANNOUNCES THE LAUNCH OF A CAPITAL INCREASE

WITH PREFERENTIAL SUBSCRIPTION RIGHTS

Transgene (Euronext Paris: FR0005175080) announced today the launch of a capital increase with preferential subscription rights for an amount of approximately E152 million.

Each shareholder of the Company will receive one preferential subscription right per share held at midnight at the close of business on 10th May 2010. New shares may be subscribed at the price of E16 per share on the basis of 3 new shares for 7 existing shares.

The subscription period for new shares will start on 11th May 2010 and end on 25th May 2010 at the close of trading. During this period, the preferential subscription rights will be listed and traded on Euronext Paris (ISIN code FR0010895664).

Settlement and delivery and start of trading of the new shares on Euronext Paris are planned for 7th June 2010. They will be immediately fully fungible with the Company's existing shares and will be traded on the same quotation line under ISIN code FR0005175080.

Notice

This press release and the information herein do not constitute an offer to sell or purchase or a solicitation of a sale or purchase of Transgene's shares or preferential subscription rights.

European Economic Area

The offer will be open to the public in France.

With regard to the Member States of the European Economic Area other than France (the "Member States") that have transposed Directive 2003/71/EC (the "Prospectus Directive"), no action has been undertaken nor will be undertaken to allow an offer to the public of securities that requires the publication of a prospectus in any of the Member States. Therefore, the preferential subscription rights, new shares or other securities indicated in the present press release can be offered in Member States only:

- to legal entities accredited or regulated as financial market operators, and entities that are not accredited or regulated and whose corporate object is exclusively to invest in securities;

- to any legal entity that fulfills at least two or three of the following criteria: (1) a workforce of at least 250 employees in the prior fiscal year, (2) a balance sheet total that exceeds E43 million, and (3) net annual sales in excess of E50 million as stated in the Company's most recent corporate financial statements or its annual consolidated financial statements;

- to less than 100 individuals or legal entities (other than qualified investors, as defined by the Prospectus Directive), subject to the prior approval of the underwriters; or

- in circumstances that do not require the publication by the Company of a prospectus pursuant to the terms of Article 3(2) of the Prospectus Directive.

For the purposes of the present paragraph, the expression "offer to the public of securities" in a given Member State means any communication sent to persons in any form or by any means whatsoever, that presents sufficient information on the conditions of the offer and the securities the subject of the offer to allow an investor to decide whether to purchase these securities, as this definition has been varied, if applicable, in the relevant Member State.