Basilea Pharmaceutica AG : Basilea's Board proposes Martin Nicklasson to succeed Chairman Werner Henrich and recommends to

   Basilea Pharmaceutica AG : Basilea's Board proposes Martin Nicklasson to
 succeed Chairman Werner Henrich and recommends to shareholders that they do
       not support the request for a capital distribution at this time

Basilea Pharmaceutica AG / Basilea's Board proposes Martin Nicklasson to
succeed Chairman Werner Henrich and recommends to shareholders that they do
not support the request for a capital distribution at this time . Processed
and transmitted by Thomson Reuters ONE. The issuer is solely responsible for
the content of this announcement.

Basel, Switzerland, March 7, 2013 - Basilea Pharmaceutica Ltd. (SIX: BSLN)
released today the agenda for its April 9, 2013 Annual General Meeting (AGM).

The Basilea Board of Directors proposes Dr. Martin Nicklasson as designated
non-executive Chairman of the Board of Directors to succeed Werner Henrich
whose term will end at the upcoming AGM. Mr. Henrich will not stand for
re-election as he will reach the statutory age limit for board members in
2013.

Dr. Martin Nicklasson proposed for election to the Basilea Board of Directors

Dr. Nicklasson is a high-profile pharmaceutical business professional with
longstanding operational and board experience. He was born in 1955, is a
Swedish citizen and holds a PhD in pharmaceutical technology from the
University of Uppsala, Sweden. He is Associate Professor at the Department of
Pharmaceutics, University of Uppsala. Dr. Nicklasson has held numerous
leadership and executive positions in commercial operations and drug
development at AstraZeneca Plc., including as a member of its Executive
Committee. He was the President and CEO of Biovitrum AB and Swedish Orphan
Biovitrum AB, one of Europe's largest specialty pharma companies focusing on
rare diseases. Dr. Nicklasson serves as a member on the boards of a number of
biotech companies in Europe and the USA.

Immediate capital distribution considered not to be prudent

HBM Healthcare Investments (Cayman) Ltd. has requested that Basilea include a
proposal on the upcoming AGM agenda to distribute to its shareholders CHF 5.00
per share for a total of approximately CHF 48 million from capital
contribution reserves. Basilea's Board of Directors recommends that
shareholders do not support the proposal at this time.

The Board supports a capital distribution to shareholders in principal but
considers the proposed timing not to be prudent given the significant
milestones ahead for the Company this year and the need for financial
flexibility to allow the Board and Management to optimize the value of the
Company for all shareholders:

  *First phase 3 results of isavuconazole for the treatment of
    life-threatening fungal infections in transplant and cancer patients are
    expected in the second half of 2013. If Basilea reaches its isavuconazole
    development and regulatory milestones it is eligible for milestone
    payments, however, the vast majority of the milestones are not anticipated
    in the short term.

  *Ceftobiprole may be granted a marketing authorization in Europe for the
    treatment of severe pneumonia in the hospital. The Company is aiming at
    partnering the drug to optimize its commercial value worldwide, including
    emerging markets such as China. Having less funds available would make it
    more difficult for Basilea to implement certain partnering structures that
    could maximize the value of ceftobiprole.

  *Phase 1 results of the innovative antibiotic BAL30072 to treat
    multidrug-resistant Gram-negative infections and of the cancer compound
    BAL101553 for the treatment of resistant tumors are anticipated to be
    available. Both drug candidates are unique and highly differentiated from
    current therapies and other drugs in development. Paying out cash now may
    deprive the Company of financial resources to appropriately fund its
    early-stage pipeline, which is the basis for continued value creation and
    growth, and may lead to delays or even discontinuation of promising
    projects.

Financial flexibility needed to achieve milestones and create value for all
shareholders

A distribution of capital at this time may unduly limit the flexibility of
Basilea to achieve its critical milestones. These milestones may be
transformational for the Company on its path to reach sustained profitability.

The Board and Management have successfully repositioned the Company and
created value through transactions as demonstrated through its most recent
Toctino® transaction. The Company will continue to seek partnerships,
specifically for ceftobiprole and its phase 1 drug candidates, to optimize the
value of its drug candidates. It believes that it can continue to create value
with the capital it has raised through this and other transactions and
limiting this flexibility could force the Company into less attractive deal
structures with less value retained for all shareholders.

Basilea is focused on achieving its milestones in 2013. Further, the Company
is stringently managing its financial resources to achieve these milestones
that, if achieved, can create significant value for the Company and all of its
shareholders.

The full AGM agenda is included below and will be duly published in the Swiss
Official Gazette of Commerce. It is also available on
http://www.basilea.com/Investor-Relations/Investors-calendar.

Indicatively, if HBM's proposal is approved, payment would be made on June 21,
2013. The last trading day with entitlement to participate in the distribution
would be April 10, 2013. As from the ex-date of April 11, 2013, shares would
be traded without the right to participate in the distribution.

About Basilea

Basilea Pharmaceutica Ltd. is headquartered in Basel, Switzerland, and listed
on the SIX Swiss Exchange (SIX: BSLN). Through the fully integrated research
and development operations of its Swiss subsidiary Basilea Pharmaceutica
International Ltd., the Company focuses on innovative pharmaceutical products
in the therapeutic areas of bacterial infections, fungal infections and
oncology, targeting the medical challenge of rising resistance and
non-response to current treatment options.

Disclaimer

This communication expressly or implicitly contains certain forward-looking
statements concerning Basilea Pharmaceutica Ltd. and its business. Such
statements involve certain known and unknown risks, uncertainties and other
factors, which could cause the actual results, financial condition,
performance or achievements of Basilea Pharmaceutica Ltd. to be materially
different from any future results, performance or achievements expressed or
implied by such forward-looking statements. Basilea Pharmaceutica Ltd. is
providing this communication as of this date and does not undertake to update
any forward-looking statements contained herein as a result of new
information, future events or otherwise.

For further information, please contact:

Media Relations             Investor Relations
Peer Nils Schröder, PhD     Barbara Zink, PhD, MBA
Head Public Relations &     Head Corporate Development
Corporate Communications
+41 61 606 1102             +41 61 606 1233
media_relations@basilea.com investor_relations@basilea.com

This press release can be downloaded from www.basilea.com.



Invitation to the 2013 Ordinary General Meeting of Shareholders

Basel, March 7, 2013

Dear Shareholder,

We invite you to the 2013 ordinary general meeting of shareholders of Basilea
Pharmaceutica Ltd. ("Basilea" or "the Company") to be held on Tuesday, April
9, 2013 at 2 p.m. (doors open at 1:30 p.m.) in the "Auditorium" of the Hilton
Hotel, Aeschengraben 31, in Basel, Switzerland.

Agenda and Proposals

1. Annual Report, Financial Statements and Consolidated Financial Statements
for 2012
Proposal of the Board of Directors:
Approval of the annual report, financial statements and consolidated financial
statements for the business year 2012.

2. Appropriation of the Results
Proposal of the Board of Directors:
Carry forward of accumulated deficit of CHF 2,447,655.

3. Release of the Members of the Board of Directors and of Management
Proposal of the Board of Directors:
Release of the members of the Board of Directors and of Management.

4. Election to the Board of Directors
Proposal of the Board of Directors:
Election of the following individual for a term of three years, i.e. until the
ordinary general meeting of shareholders of 2016:

The Board proposes Dr. Martin Nicklasson (born 1955, Swedish citizen) as
designated non-executive Chairman of the Board of Directors, succeeding Mr.
Werner Henrich.

5. Election of the Statutory Auditors
Proposal of the Board of Directors:
Re-election of PricewaterhouseCoopers AG, Basel, as Statutory Auditors for the
audit of the stand-alone and the consolidated financial statements for the
business year 2013.

6. Distribution of approximately CHF 48 million to the Shareholders
HBM Healthcare Investments (Cayman) Ltd. proposes that Basilea make a
distribution to its shareholders of CHF 5.00 per share (for a total of
approximately CHF 48 million) from reserve from capital contributions. You may
find the precise wording of the proposal under the explanations to the agenda
item (Ad agenda item 6).

Explanations to the agenda items

Ad agenda item 4
The term of Mr. Werner Henrich, current Chairman of the Board, ends at this
year's ordinary general meeting of shareholders. In view of the impending
statutory age limit for board membership which he will reach during 2013, Mr.
Henrich will not stand for re-election.

In 2012, Mr. Claude Schreiner reached the statutory age limit for board
membership and thus does not stand for re-election.

Dr. Martin Nicklasson (born 1955, a Swedish citizen) is a certified pharmacist
and holds a PhD in pharmaceutical technology from the University of Uppsala,
Sweden. He is Associate Professor at the Department of Pharmaceutics,
University of Uppsala. Dr. Nicklasson held a number of leadership positions in
commercial operations and drug development within Astra and Kabi Pharmacia
before joining AstraZeneca Plc. From 1999 to 2007 he held various Executive
Vice President positions at AstraZeneca Plc., and acted as a member of the
Executive Committee. From 2007 to 2010, he was the President and CEO of
Biovitrum AB and Swedish Orphan Biovitrum AB, one of Europe's largest
specialty pharma companies focusing on rare diseases. He is currently a senior
partner at Nicklasson Life Science AB, an independent consultancy and advisory
company to the pharmaceutical and biotechnology sector. Dr. Nicklasson is
member of the board of Biocrine AB (Sweden), Pozen Inc. (USA), Oasmia AB
(Sweden) and chairman of the board of directors of Farma Holding AS (Norway)
and Orexo AB (Sweden). He is member of the Royal Swedish Academy of
Engineering Sciences, the Royal Bachelors' Club ( Sweden), the Pharmaceutical
Faculty Council of the University of Uppsala, and the Swedish Academy of
Pharmaceutical Sciences.

Ad agenda item 6
HBM Healthcare Investments (Cayman) Ltd. ("HBM") proposes the following:

  *transfer of an amount of CHF 47,938,105*, corresponding to CHF 5.00 per
    share, from general reserves (from capital contributions) to free reserves
    (from capital contributions); 

  *distribution of CHF 47,938,105*, corresponding to CHF 5.00 per share, to
    the shareholders in cash, by reducing the free reserves (from capital
    contributions) and thus the additional paid-in capital correspondingly
    (without an amendment to the Articles of Incorporation);

  *assertion of the presence of statutory auditors PricewaterhouseCoopers AG,
    Basel, as officially supervised audit firm and recognizing their opinion
    that confirms that despite the distribution the claims of creditors are
    fully covered;

  *authorization of the Board to determine the payment date of the
    distribution herein resolved within a period not exceeding 75 days from
    the date of the shareholders' meeting.

In the event the resolution is approved, the reserves of the Company will
change as follows:

General reserve from capital contributions as of December 31,      343,051,949
2012 before appropriation
Appropriation to free reserve from capital contributions           47,938,105*
General reserve from capital contributions after appropriation    295,113,844*
Free reserve from capital contributions before distribution        47,938,105*
Distribution to shareholders from free reserve                     47,938,105*
Free reserve from capital contributions after distribution                   0

*exact figure would change upon option exercises

Board position
The Board recommends to shareholders that they do not vote for the proposal of
HBM at this time.

The Board and Management have successfully positioned Basilea to be able to
achieve significant value creating milestones in 2013:

  *Basilea and its partner Astellas expect to report key phase 3 data on
    isavuconazole in the second half of 2013. Isavuconazole has the potential
    to become the leading azole for the treatment of life-threatening invasive
    fungal infections providing several advantages over current therapies.

  *Basilea's broad-spectrum antibiotic ceftobiprole for the empiric treatment
    of severe pneumonia and multidrug-resistant bacterial infections in the
    hospital setting has the potential to be approved by European health
    authorities this year.

  *Basilea's novel antibiotic BAL30072 for the treatment of
    multidrug-resistant Gram-negative bacterial infections where currently
    only limited treatment options are available and the oncology drug
    BAL101553 for the treatment of tumors resistant to current cancer
    therapies are planned to report phase 1 data this year.

Basilea is focused on achieving these milestones. Further, the Company is
stringently managing its financial resources to achieve these milestones that,
if achieved, can create significant value for the Company and all of its
shareholders. The above mentioned milestones will bring the Company closer to
profitability.

It should also be of note that Basilea is not currently considering any major
transaction prior to resolving the above milestones.

The Company has been very successful in creating value through transactions as
with its most recent Toctino® transaction. The Company will continue to seek
partnerships to optimize the value of its drug candidates and believes that it
can continue to create value with the capital it has raised through this and
other transactions.

The Board supports a capital distribution to shareholders but it does not
consider an immediate capital distribution to be prudent given the significant
milestones facing the Company and the need for financial flexibility to allow
the Board and Management to optimize the value of the Company for all
shareholders. A distribution at this time may result in limited financial
flexibility to achieve the Company's milestones and limited resources to
continue funding the Company's early-stage pipeline that is focused on
identifying new medicines overcoming drug resistance in the areas of
anti-infectives and oncology; an increasing medical need.

The Board recommends to shareholders that they not vote for the proposal of
HBM at this time but rather defer this decision until after the Company has
achieved certain major milestones and leave the Company with the financial
flexibility to optimize the value of the Company for all shareholders with the
existing Company's capital.

The Company continues to remain open to options that will optimize the value
of Basilea for all its shareholders and stakeholders.

Right to Participate/Proxies

Only shareholders and usufructuaries who as per March 28, 2013 are recorded in
the share register with voting rights are entitled to participate and exercise
their voting rights.

No Trading Restriction on Shares: The registration of shareholders for voting
purposes does not affect the trading of Basilea shares held by registered
shareholders before, during or after a general meeting.

Admission cards can be ordered from the Share Transfer Office of Basilea at
SIX SAG AG, Basilea Pharmaceutica Ltd., P.O. Box, 4609 Olten, Switzerland, by
means of the enclosed form "registration to attend".

Proxies: If you do not wish to attend the general meeting in person, you can
be represented by any other person, by Basilea or by the Independent
Representative, Dr. iur. Kilian Wunder, Attorney and Notary, Steinenschanze 6,
4051 Basel, Switzerland, pursuant to Article 689c of the Swiss Code of
Obligations. The enclosed form "registration to attend" can be used to grant a
proxy as well as to give voting instructions to the Independent
Representative. If the Independent Representative does not receive written
instructions for some or all of the proposals, including proposals that may be
made at the general meeting, he will vote in favor of the Board of Directors'
proposals. If you are represented by Basilea, your vote will be cast in favor
of the Board of Directors' proposals. Signed proxies left blank will be deemed
to be a mandate to Basilea to vote in favor of the Board of Directors'
proposals. Proxies to Basilea with other instructions deviating from the Board
of Director's proposals will be regarded as proxies to the Independent
Representative and forwarded to the Independent Representative.

Annual Report 2012: You will find enclosed a copy of our Annual Report 2012,
which is also available on the internet at www.basilea.com. From March 19,
2013, the Annual Report and the reports of the Statutory Auditors, including
their opinion with respect to agenda item 6, will be available for inspection
by shareholders at our Basilea offices. These reports can also be obtained by
shareholders upon request from the Corporate Secretary at Basilea
Pharmaceutica Ltd., P.O. Box, 4005 Basel, Switzerland.

Yours sincerely

Basilea Pharmaceutica Ltd.
Board of Directors

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Basilea Pharmaceutica AG
Grenzacherstrasse 487
P.O Box Basel Switzerland

Listed: Freiverkehr in Börse Stuttgart,
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