December 27, 2012
SymBio Pharmaceuticals Limited
Fuminori Yoshida
Representative Director
President and Chief Executive Officer

Notice of Issuance of 1st Unsecured Convertible Bond with Stock Acquisition Rights and29th Warrant by Third-Party Allotment
TOKYO, Japan, December 27, 2012 – SymBio Pharmaceuticals Limited (JASDAQ: 4582) today
announced that a resolution was passed at the Company’s Board of Directors Meeting held on
December 27, 2012, to issue SymBio’s first unsecured convertible bond with stock acquisitionrights and the 29th warrant by third-party allotment.
1. Summary of Subscription(1) The first unsecured convertible bond with stock acquisition rights(1) Due date of payment
January 15, 2013
(2) Total number of stock40
acquisition rights(3) Total issue price ofconvertible bond with stockacquisition rights(4) Dilutive share amount ofissuance(5) Amount of Funding(6) Conversion Price(7) Method of subscription orAllotment(8) Interest rate(9) Others(8) Interest rate(9) Others

Issue price per convertible bond:
25 million JPY (100 yen per 100 yen par value)
No cash payment required for issuance of convertible bondwith stock acquisition rights
3,311,258 Shares
1,000,000,000 JPY
302 JPY
All convertible bond with stock acquisition rights areallocated to Whiz Healthcare PE Series 1 Investment
Limited Liability Partnership by third-party allotment
Bond does not bear interest
The preceding terms of subscription conditional upon
notification of such terms coming into force in accordancewith the Financial Instruments and Exchange ActBonds
do not bear interest
The preceding terms of subscription conditional upon
notification of such terms coming into force in accordancewith the Financial Instruments and Exchange Act-1-(2) The 29th Warrant(1) Date of allotment(2) Total number of warrant(3) Total issue price(4) Dilutive share amount ofissuance(5) Amount of Funding(6) Exercise Price(7) Method of subscription orallotment(8) Others

January 15, 2013
50 Warrants
Total of 5,100,000 JPY (102,000 JPY per equity warrant)
1,326,250 Shares
505,100,000 JPY(breakdown)Amount of Issuance
5,100,000 JPY
Amount of Exercise 500,000,000 JPY
377 JPY
All of these warrants are allocated to Whiz Healthcare PE
Series 1 Investment Limited Liability Partnership bythird-party allotment.
The preceding items are conditional upon the notification ofsuch items coming into force in accordance with theFinancial Instruments and Exchange Act(3) Profile of investor
i. Name of the fund: Whiz Healthcare PE Series 1 Investment Limited Liability Partnershipii. Investment policy of the fund:To invest in companies which develop pharmaceutical products based on scientific andtechnological innovation, as well as discoveries to protect and enhance human health.
iii. General partner:
The fund was established by Whiz Partners Inc., the general partner of the fund, in April,2012. Whiz Partners is one of the few investment companies having longstanding
experience and a successful track record in the life science field from the earliest days of theindustry in Japan. Whiz Partners has invested in over 30 companies globally since it began
to actively invest in the life sciences in 1999.
(For more information, please visit their website at http://www.whizp.com/e/index.html)
CSK-VC Technology Innovation Fund Limited Partnership, with Whiz Partners as its
general partner, currently owns 84,000 shares of SymBio.
(4) Reasons for forming an investment partnership with Whiz Partners
i. Whiz Partners is familiar with SymBio’s business strategy, robust pipeline and SE (searchand evaluation)/development capabilities.
ii. Whiz Partners has in-depth knowledge and experience in the healthcare industry as well asa proven global investment track record in the industryiii. Whiz Partners has earned a global reputation as a financially adept and independently
owned investment company
2. Strategic implications and reasons for this financing
Since its establishment in March, 2005, SymBio has pursued new drug development with theunderlying aim of addressing underserved medical needs in the oncology, hematology, and-2-

autoimmune areas in Japan and other Asia Pacific markets. Outstanding execution
capabilities have enabled SymBio to shorten time to market for TREAKISYM® (SyB L-0501,bendamustine hydrochloride), which required only five years from the signature of a license
agreement with Astellas Deutschland GmbH to market approval for the treatment ofrefractory/relapsed low-grade non-Hodgkin’s lymphoma (NHL) and mantle cell lymphoma(MCL).
The short approval time of TREAKISYM® is validation of the effectiveness of SymBio’s businessmodel and its corporate strategy to in-license U.S and EU drug candidates, which haveestablished proof of concept. This strategy has resulted in reduced development costs, compresseddevelopment timelines and shortened time to market. SymBio continues to conduct line
expansion studies for additional indications for TREAKISYM®, such as frontline NHL tomaximize the drug’s therapeutic and market potential.
Building a pipeline with multiple drug candidates for underserved markets with orphan-likeindications and lower competition will enable SymBio to achieve steady growth. As such, SymBio
is also focused on other core products, such as rigosertib (iv and oral formulation), a uniquepatented multi-kinase inhibitor in-licensed from Onconova Therapeutics, Inc. (“Onconova”) inJuly, 2011, for development and commercialization in Japan and Korea.
Onconova Therapeutics Inc. is currently conducting late-stage clinical trials with rigosertib in theU.S., EU and India for the treatment of MDS and solid tumors. A pivotal phase III trial forrefractory/relapsed MDS is underway using the intravenous (iv) formulation of rigosertib. TheU.S. FDA has granted orphan drug designation and a Special Protocol Assessment (SPA) for thisrigosertib program. Additionally, the oral formulation of rigosertib is being developed for frontline
MDS and other indications following the successful completion of phase I trials. In tandem with
Onconova’s clinical program, SymBio is conducting a phase I trial for the treatment ofrefractory/relapsed MDS using the iv formulation of rigosertib, with a phase I trial using the oral
formulation planned to commence shortly..
In September, 2012, Onconova concluded a European licensing agreement for rigosertib withBaxter International Inc. Under the agreement, Onconova may receive up to $515 million in
pre-commercial development and regulatory milestones for the MDS and pancreatic cancer
indications, in addition to sales milestones and royalties. This partnership is expected toaccelerate the development timeline of rigosertib in Japan and Korea through the use of overseas
data by SymBio. Full development of rigosertib in MDS, and possibly other solid tumor
indications, will require additional financing by SymBio.
-3-In addition to TREAKISYM® and rigosertib programs, SymBio plans to use additional capital toin-license new drug candidates for development and commercialization. This additional capital is
expected to augment the current and planned revenue streams associated with TREAKISYM®.
Both parties, SymBio and Whiz Partners, have assessed SymBio’s future capital requirements
and have agreed to this financing plan. Additionally, Whiz Partners has agreed to share its
current network and resources to identify in-licensing opportunities, introduce partnerships andenhance investor relations activities when needed.
SymBio’s Current Pipeline
CodeIndications

Pre-clinical

Ph1

Ph2NDAOct, 2010

r/r low-grade NHL & MCL

SyB L-0501

Approval

Frontline low-grade NHL& MCL

P2 Initiation - Nov, 2011

(TREAKISYM®)

r/r Aggressive NHL

P2 Initiation – Mar, 2010

r/r Multiple Myeloma

P2 Initiation – Dec, 2011

SyB L-1101(rigosertib,iv)

r/r MDSSyB C-1101(rigosertib,oral)

Frontline MDSSyB D-0701

Radiation induced nausea
and vomiting

P1 Initiation – Jun, 2012

P1 IND Accepted

P2 Initiation – Dec, 2010

Use of funds
Amount(millions of JPY)

Use of funds
SyB C-1101 (rigosertib, oral) for the treatment of frontline MDSSyB L/C (rigosertib, iv & oral) for other indications(excluding frontline MDS)
Costs associated with in-licensing new drug candidate (s)1,494

3. Major Shareholders and Shareholder Ratio after subscription
Before Subscription (as of December 26)

After Subscription
Whiz Healthcare PE Series 1 Investment
Limited Liability Partnership

Fuminori Yoshida

15.84%

Cephalon, Inc. (Teva)

13.53% Fuminori Yoshida

JAFCO

V2Investment

Limited12.07% Cephalon, Inc. (Teva)-4-19.51%
12.75%
10.89%

Co-Partnership
JAFCOV2Co-Partnership

Investment

Limited

9.71%

Eisai Co., Ltd.

4.36%

Waseda 1 Investment Limited Partner

3.58% Eisai Co., Ltd.

3.51%

Fujimoto Corporation

3.29% Waseda 1 Investment Limited Partner

2.88%

Waseda Global 1 Investment Limited
2.61% Fujimoto CorporationPartner
TNP on the Road Investment Limited
Waseda Global 1 Investment Limited
1.33%
PartnerPartner
TNP on the Road Investment Limited
Daiichi Sankyo Co., Ltd.
1.05%
Partner

2.65%
2.10%
1.07%

(Note)
1. Shareholder Ratio before subscription prepared based on the amount of shares in theshareholder registry as of September 30, 2012.
2. Shareholder Ratio after subscription is calculated using the amount of shares before
subscription and adding the shares associated with the convertible bonds and related
stock acquisition rights, as well as the 29th warrant.
4. Future prospects
The issuance of the convertible bond with stock acquisition rights and the 29th Warrant by
third-party allotment will have no effect on business performance in FY2012. SymBio plans toannounce its “Long Range Plan” promptly following the release of FY2012 Financial Resultson February 14, 2013.

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