Genmab Files Registration Statement in the United States for a Proposed Public Offering of American Depositary Shares (ADSs) and Applies for Listing of the ADSs on Nasdaq

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            The Registration Statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the Registration Statement becomes effective. A copy of the filed Registration Statement is available for download at .

ADSs are U.S. dollar-denominated negotiable instruments represented by American Depositary Receipts (“ADRs”) issued by a depositary bank that facilitate U.S. trading and investment in shares of non-U.S. companies. The ADSs will be issued under Genmab’s existing ADR program, which is administered by Deutsche Bank Trust Company Americas. Each ADS represents one-tenth of one ordinary share of Genmab. The final number of ADSs and the price for the offering have not yet been determined.

Genmab’s ordinary shares are currently listed on Nasdaq Copenhagen under the symbol “GEN” and an application is being made to list the ADSs on the Nasdaq Global Select Market in the United States under the symbol “GMAB.” The Registration Statement filing and the application for listing on the Nasdaq Global Select Market have no implications for Genmab’s listing on Nasdaq Copenhagen in Denmark.

Genmab’s board of directors (the “Board”) has not yet finally decided whether to proceed with the listing and offering, and the timing, number of ADSs, and number of underlying ordinary shares of Genmab and the relevant subscription price remain to be determined. Even if the Board decides to proceed with the proposed offering, the offering may not be consummated. In case the Board decides to complete the proposed offering the Board intends to utilize the authorization granted to them in Genmab's articles of association section 4A to issue new ordinary shares, without pre-emption rights for existing shareholders, to certain underwriters. The size of such capital increase will depend on the final size of the offering but will in no event exceed the current authorization.

BofA Merrill Lynch, Morgan Stanley and Jefferies are acting as joint book-running managers for the proposed offering. Guggenheim Securities and RBC Capital Markets are acting as joint lead-managers.

The securities referred to in this Company Announcement are to be offered only by means of a prospectus. When the preliminary prospectus relating to the offering is available, copies may be obtained from BofA Merrill Lynch, NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, NC 28255-0001, Attention: Prospectus Department, or by email:  dg.prospectus_requests@baml.com; Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014; or Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY 10022, or by telephone: 1-877-821-7388, or by email:  Prospectus_Department@Jefferies.com. No Danish prospectus will be issued or offered. 

This Company Announcement does not constitute an offer to sell nor a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Company Announcement no. 22CVR no. 2102 3884LEI Code 529900MTJPDPE4MHJ122

Genmab A/SKalvebod Brygge 431560 Copenhagen VDenmark

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Globe Newswire: 21:32 GMT Tuesday 28th May 2019

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