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Start of stabilization period Copenhagen Stock Exchange: ORPHA

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Orphazyme A / S
Company announcement

No 56/2020
Company registration number 32266355

Orphazyme A / S received today a notification regarding the start of the stabilization period

Copenhagen, Denmark, September 29, 2020 With reference to the announcement of the company no. 55/2020 of September 29, 2020 concerning the pricing of the global offer (the global offer), consisting of an initial public offer of American Depositary Shares (the “ADS”), each of these ADS representing one ordinary share (the Ordinary Shares) of Orphazyme, on the Nasdaq Global Select Market in the United States under the symbol “ORPH” (“the US Offer”), and a concomitant private placement of Ordinary Shares in Europe traded on Nasdaq Copenhagen A / S under the symbol ORPHA (the European Private Placement), Orphazyme A / S (“Orphazyme”) has received a notification regarding the start of the stabilization period from BofA Securities, Inc., which acts as stabilizing manager in the Global Offer for ADSs traded on the Nasdaq Global Select Market in the United States and Orphazyme Ordinary Shares traded on Nasdaq Copenhagen A / S, respectively. Reference is made to the attached notice of BofA Securities, Inc., given on behalf of Orphazyme and its subsidiary, BofA Securities Europe SA.

Orphazyme has been informed that stabilization activities will be carried out according to the principles and procedures defined in accordance with US laws and regulations and the Market Abuse Regulation (Commission Regulation (EU) No 596/2014 of April 16, 2014).

This announcement by the Company does not constitute an offer to sell or the solicitation of an offer to buy, and there will be no sale of such securities in any state or jurisdiction where such offer, solicitation or sale would be illegal. before registration or qualification. under the securities laws of those states or jurisdictions.

For more information, please contact

Orphazyme A / S

Anders Vadsholt, CFO +45 28 98 90 55

Important information
No announcement or information regarding the proposed initial public offering may be released to the public in jurisdictions where registration or prior approval is required for this purpose. No steps have been taken or will be taken for the offering of shares or ADS in any jurisdiction where such steps would be necessary. The issuance or sale of ADS and the subscription or purchase of ADS are subject to special legal or statutory restrictions in certain jurisdictions. Orphazyme is not responsible if these restrictions are not observed by another person.

About Orphazyme A / S
Orphazyme is an advanced-stage biopharmaceutical company pioneering the response to heat shock proteins for the treatment of neurodegenerative orphan diseases. Orphazyme harnesses heat shock protein amplification (or HSP) to develop and commercialize novel therapies for diseases caused by protein misfolding, protein aggregation, and lysosomal dysfunction, including storage disease lysosomal and neuromuscular degenerative diseases. Orphazymes lead candidate Arimoclomol is in clinical development for four orphan diseases: Niemann-Pick disease type C (NPC), amyotrophic lateral sclerosis (ALS), sporadic inclusion body myositis (sIBM) and Gaucher’s disease. Orphazyme is headquartered in Denmark and operates in the United States and Switzerland. Orphazymes shares are listed on Nasdaq Copenhagen (ORPHA.CO). For more information, please visit www.orphazyme.com.

Forward-looking statement
This company announcement may contain certain forward-looking statements. While Orphazyme believes its expectations are based on reasonable assumptions, all statements other than statements of historical fact included in this Company’s announcement regarding future events are subject to (i) change without notice and (ii) independent factors. of the will of Orphazymes. These statements may include, but are not limited to, all statements preceded, followed by or including words such as target, believe, expect, aim, intend, may, anticipate, estimate, plan, project, will , have, probably, should, would, could, and other words and terms with similar meanings or their negative. Forward-looking statements are subject to inherent risks and uncertainties beyond the control of Orphazymes which could cause Orphazymes’ actual results, performance or achievements to differ materially from the expected results, performance or achievements expressed or implied. by these forward-looking statements. Except as required by law, Orphazyme assumes no obligation to update these forward-looking statements publicly, or to update the reasons why actual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future.

Pre-stabilization notice

BofA Securities, Inc. (Joshua Plump, phone + 1646-855-6765) and BofA Securities Europe SA, (Andrew Briscoe, +44 (0) 7418 937979) hereby notify that the stabilizers named below may stabilize the offer of the securities indicated below, and thus engage in operations which stabilize, maintain or otherwise affect the price of the following securities. Stabilization activities will be carried out in accordance with US securities laws and regulations and in accordance with the disclosure requirements set out in the European Union Market Abuse Regulation, Commission Regulation (EU) no. 596/2014 of April 16, 2014.

The titles:
Transmitter:Orphazyme A / S
Securities:American Depositary Shares (ADS) each representing one ordinary share (ordinary share) of 1 DKK nominal issued by the issuer; and

Ordinary shares of the issuer

Offer size:3,966,146 ADS and 3,650,000 Ordinary Shares (collectively, the Global Offer)
Offer price:USD 11.00 per ADS and DKK 70.1844 per ordinary share
Markets:The Nasdaq Global Select Market in the United States (with regard to ADS); and

Nasdaq Copenhagen A / S in Denmark (with respect to ordinary shares)

Teleprinter:ORPH (Nasdaq Global Select Market)

ORPHA (Nasdaq Copenhagen A / S)

Stabilization:
Stabilizers:BofA Securities, Inc. re ADS on the Nasdaq Global Select Market in the United States

A Bryant Park

New York, New York 10036

United States

BofA Securities Europe SA regarding ordinary shares on Nasdaq Copenhagen A / S in Denmark

51 La Botie Street,

75008 Paris

France

The stabilization period should begin on:September 28, 2020 (ET) / September 29, 2020 (CET)
The stabilization period should end no later than:October 28, 2020 (ET) / October 29, 2020 (CET)
Maximum size of the over-allotment installation:Up to 1,142,421 Ordinary Shares, (which may take the form of ADS) representing 15% of the Global Offer
Overuse option:
Exercise period:30 calendar days
Conditions for using the overuse option:Can be exerted by stabilizers

all or part from time to time only to cover

over-allotments or short positions related to

offer or stabilization transactions

Important Notice
As part of this offer, the stabilization agents may over-allot the securities or carry out transactions with a view to supporting the market price of the securities to a level above that which might otherwise prevail. However, there can be no assurance that stabilization will be undertaken and it can be discontinued at any time.

This announcement is for informational purposes only and does not constitute or form part of, and should not be construed as, an invitation or an offer to subscribe, subscribe or otherwise acquire or dispose of securities of the Company in any jurisdiction. is.

This announcement is made in accordance with the principles and procedures of the Market Abuse Regulation (Commission Regulation (EU) No 596/2014 of April 16, 2014), including delegated regulations, as amended from time to time, and is not intended for distribution. to the public in jurisdictions where prior registration or approval is required. No steps have been taken or will be taken for the public offering of Ordinary Shares or ADSs in any jurisdiction other than the United States. The issue or sale of Ordinary Shares and ADS, as well as the subscription or purchase of Ordinary Shares and ADS, may be subject to special legal or statutory restrictions in applicable jurisdictions. Orphazyme is not responsible if these restrictions are not observed by another person.

The ADS is being offered in the United States, only by way of prospectus, which is or will be filed with the Securities and Exchange Commission. A copy of the prospectus for such an offering may be obtained when available, free of charge, by visiting EDGAR at www.sec.gov. Copies of the prospectus relating to the offering may be obtained, when available, from BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, Attn: Prospectus Department, or by email at [email protected]; Cowen, c / o Broadridge Financial Solutions, Attn: Prospectus Department, 1155 Long Island Avenue, Edgewood, NY 11717, by email at [email protected] or by phone at (833) 297-2926; or Guggenheim Securities, Attn .: Equity Syndicate Department, 330 Madison Avenue, 8th Floor, New York, NY 10017, by phone at (212) 518-9544, or by email at [email protected]

  • 56-2020 Start of stabilization period

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