SOPHIA ANTIPOLIS, FRANCE–(EMWNews – July 28, 2008) – July 28, 2008. Sophia Antipolis,

France. www.nicox.com

NicOx S.A. (Euronext Paris: COX) today reported its financial results for

the six months ended June 30, 2008.

Key highlights for the first six months of 2008:

– Completion of patient enrollment in the third naproxcinod pivotal phase 3

study (303)

– Post hoc analysis of Office Blood Pressure Measurements (OBPM) from the

naproxcinod 301 phase 3 study presented at EULAR, showing a statistically

significant difference between naproxcinod and naproxen in 3 out of 4

comparisons

– Initiation of two large Ambulatory Blood Pressure Monitoring (ABPM)

studies for naproxcinod in hypertensive patients with osteoarthritis, which

aim to provide complimentary data on naproxcinod’s blood pressure profile.

These studies have subsequently completed patient enrollment in July

– Agreement signed with Archimica Inc. for commercial manufacture of

naproxcinod drug substance

– Initiation of first clinical trial by Merck & Co., Inc. for an

investigational nitric oxide-donating agent in hypertensive volunteers

– Extension of the research agreement with Pfizer Inc, which covers NicOx’

proprietary technology in ophthalmology

– Announcement of the results of a U.S. phase 2 study for the nitric oxide-

donating prostaglandin analog PF – 03187207 and the decision by Pfizer not

to launch a global phase 3 development program for this compound

Michele Garufi, Chairman and CEO of NicOx, commented: “We remain focused on

finalizing our planned NDA submission for naproxcinod with the US FDA in

mid 2009. We are on track to achieve this important milestone with our two

ongoing phase 3 studies nearing completion. Our confidence in our lead

product has led us to sign an agreement with Archimica for the supply of

naproxcinod drug substance for our future commercial needs. Additionally,

we are proud of the relationships we have built with our pharmaceutical

partners, with Pfizer extending our ophthalmology research collaboration

and Merck initiating the first clinical trial in hypertensive volunteers in

the first half of this year. We believe NicOx is in a strong position to

face the future and we look forward to confirming the efficacy and blood

pressure profile of naproxcinod during the second half of 2008.”

Revenues for the first half of 2008 were EUR 2.2 million, compared to EUR

11.2 million during the same period in 2007. These revenues were due to

payments received from NicOx’ partnered programs with Merck & Co., Inc. in

the antihypertensive field and Pfizer Inc in ophthalmology.

For the first six months of 2008, operating expenses were EUR 40.6 million,

compared to EUR 23.7 million for the same period in 2007. The majority of

these expenses relate to the phase 3 and the overall clinical development

of naproxcinod, NicOx’ lead drug candidate, which is a unique, first in

class, Cyclooxygenase-Inhibiting Nitric Oxide Donator (CINOD) in

development for the treatment of the signs and symptoms of osteoarthritis.

The Company recorded a net loss of EUR 33.1 million for the first six

months of 2008, compared to a net loss of EUR 6.6 million for the same

period in 2007. On June 30, 2008, NicOx had cash, cash equivalents and

current and non-current financial instruments of EUR 141.6 million,

compared to EUR 195.2 million on June 30, 2007.

Review of the first six months of 2008:

Naproxcinod phase 3 studies near completion ahead of projected New Drug

Application (NDA) filing in mid 2009

NicOx’ plan for the regulatory filing of naproxcinod consists of three

pivotal phase 3 trials (the 301, 302 and 303 studies). Each of these

studies has been designed to compare the efficacy of naproxcinod to placebo

on three standard co-primary endpoints after 13 weeks.

Positive efficacy and blood pressure results from the 301 study, which was

conducted in patients with osteoarthritis of the knee, were presented at

the American College of Rheumatology (ACR) in November 2007. An additional

analysis of the Office Blood Pressure Measurements (OBPMs) from the 301

study was presented in June 2008 at the European League Against Rheumatism

(EULAR) and showed a statistically significant difference (p < 0.05, for 3

out of 4 comparisons) between naproxcinod and naproxen in terms of the mean

change from baseline in systolic and diastolic blood pressure at week 13.

Patient enrollment in the 302 study was successfully completed in December

2007 and 26-week efficacy and safety results are expected in the third

quarter of 2008.

NicOx announced in May 2008 the completion of enrollment in the third

pivotal phase 3 naproxcinod trial (the 303 study) in 810 patients with

osteoarthritis of the hip. The objective of this study is to assess

naproxcinod’s efficacy in relieving the signs and symptoms of

osteoarthritis of the hip and provide additional safety data, including

further information on naproxcinod’s blood pressure profile, as assessed by

OBPM, in comparison to naproxen. Results from this study are expected in

the fourth quarter of 2008.

Following the completion of the phase 3 program, NicOx plans to perform a

predefined statistical analysis on the pooled OBPM data from the phase 3

studies, which should be complete in the fourth quarter of 2008.

NicOx signed an agreement with Archimica in March 2008 for the commercial

manufacture and supply of naproxcinod drug substance. The goal of this

agreement is to provide NicOx with the manufacturing scalability required

to support a successful commercial launch of naproxcinod following the

projected filing of an NDA with the FDA in mid-2009.

In July 2008, NicOx completed the enrollment of two large US clinical

studies, which will assess the blood pressure profile of naproxcinod in

comparison to ibuprofen and naproxen, using the Ambulatory Blood Pressure

Monitoring (ABPM) technique. The two studies have recruited a total of 417

osteoarthritis patients with controlled hypertension and results are

projected in the fourth quarter of 2008.

Merck & Co., Inc. initiates first clinical study in hypertensive volunteers

In May, NicOx announced the initiation of the first in a series of planned

clinical trials in hypertensive volunteers by Merck & Co., Inc. as part of

the companies’ 2006 collaborative agreement to develop new nitric oxide-

donating antihypertensive agents. Two of the three drug candidates selected

for development from the companies’ joint research program have completed

initial dose ranging studies in healthy volunteers with encouraging

results. The most advanced candidate is being evaluated in a single

ascending dose trial in mild to moderate hypertensive volunteers. A number

of clinical trials in hypertensive volunteers will be conducted by Merck

prior to the selection of the compound or compounds that will ultimately be

advanced into phase 2 testing. Merck will oversee the development of these

compounds moving forward.

PF-03187207 meets secondary endpoints in phase 2 study conducted by Pfizer

Inc; Japanese phase 2 trial fully enrolled

In May, NicOx announced the results of a U.S. phase 2 study conducted by

Pfizer, which compared the safety and efficacy of various doses of the

nitric oxide-donating prostaglandin analog PF-03187207 to Xalatan®

(latanoprost) 0.005% in patients with primary open-angle glaucoma and

ocular hypertension. The highest dose of PF-03187207 showed consistently

more intraocular pressure (IOP) lowering than Xalatan® 0.005%, at all

study visits and at all individual time points. Abnormally raised IOP is

one of the principal symptoms of glaucoma. On the primary endpoint at 28

days, PF-03187207 showed a 12% improvement over Xalatan® 0.005%, which

did not reach statistical significance. PF-03187207 did show significance

over Xalatan® 0.005% on a number of secondary endpoints (p < 0.05).

Following the phase 2 results, Pfizer took the decision not to launch a

global phase 3 development program for PF-03187207. Pfizer is currently

conducting a phase 2 study for PF-03187207 in Japan, which has completed

patient enrollment and NicOx will communicate the top-line results

subsequent to Pfizer’s review of the data and determination of the

potential future development path for PF-03187207 in Asia.

Pfizer has extended its March 2006 ophthalmology agreement with NicOx

In January, NicOx announced it had signed an extension of its March 2006

collaboration agreement, which grants Pfizer Inc the exclusive right to

apply its proprietary nitric oxide-donating technology to drug discovery

research across the entire field of ophthalmology. The agreement provides

for total potential milestone payments in excess of EUR 300 million in the

ophthalmology field and industry standard royalties on sales, of which EUR

102 million would arise from the successful full development and launch of

the first program compound. Pfizer’s option to obtain an exclusive

worldwide license to develop and commercialize compounds covered by this

agreement in the field of ophthalmology currently runs until May 2009.

Review of the consolidated financial results for the six months ended June

30, 2008 and 2007:

Revenues

For the six months ended June 30, 2008, NicOx’ revenues reached EUR 2.2

million, compared to EUR 11.2 million for the six months ended June 30,

2007. This significant decrease is mainly explained by the fact that the

company received EUR 5.0 million from Merck and EUR 1.0 million from Pfizer

in 2007, which was entirely recognized as revenues in the first semester of

2007.

During the first semester of 2008, NicOx only recognized the following

sums, initially recorded as prepaid income, in revenues:

– EUR 0.18 million corresponding to the initial payment of EUR 5.0 million

from Pfizer, as a technology exclusivity fee, following the March 2006

agreement that granted Pfizer rights to an exclusive worldwide license to

develop and commercialize new drug candidates using NicOx’ proprietary

technology in the field of ophthalmology

– EUR 1.5 million corresponding to the funding of the research

collaboration, pursuant to the above referenced agreement signed with

Pfizer in March 2006

– EUR 0.56 million corresponding to the balance of the spreading of the

initial payment of EUR 9.2 million received from Merck following the

signature of a collaboration agreement for new antihypertensive drug

candidates in March 2006

The initial March 2006 payments from Pfizer and Merck, listed above, were

deferred over the estimated duration of NicOx’ involvement in the research

and development programs provided for under the terms of the corresponding

agreements. The terms surrounding the duration of NicOx’ involvement in

these programs are revised periodically, if necessary. The remaining

balance from the initial payment received from Merck was entirely

recognized as revenues in the first semester of 2008. The payments received

from Pfizer for the funding of the research activities are deferred over a

period of 12 months from the date of invoice.

Operating expenses

Operating expenses reached EUR 40.6 million for the six months ended June

30, 2008, compared to EUR 23.7 million for the six months ended June 30,

2007 (adjusted to reflect the reclassification of the research tax credit

subsidies into other income as indicated below). Operating expenses for the

first semester of 2008 were 86% attributable to research and development

expenses and 14 % attributable to selling and administrative expenses,

compared to 74% and 26% respectively during the first semester of 2007.

Research and development expenses amounted to EUR 34.8 million in the six

months ended June 30, 2008, compared to EUR 17.6 million in the six months

ended June 30, 2007 (including EUR 0.5 million allocated to cost of sales

in the first semester of 2008 and EUR 1.1 million in the first semester of

2007). This very significant increase of research and development expenses

is primarily due to the costs associated with the phase 3 development of

naproxcinod, such as expenses related to contract research organizations

and suppliers involved in naproxcinod’s clinical development and

manufacturing activities. At this time, the cost of sales principally

corresponds to the expenses incurred by NicOx in performing research

activities under the contracts signed with Pfizer and Merck. The Company

anticipates that research and development expenses will remain at a high

level during the second semester of 2008, due to the end of phase 3

clinical studies on naproxcinod and the increase of the activities linked

to the production of this compound. On June 30, 2008, the Company employed

94 people in research and development, compared to 77 people on June 30,

2007.

Administrative and selling expenses reached EUR 5.8 million in the six

months ended June 30, 2008, compared to EUR 6.1 million in the six months

ended June 30, 2007. General and administrative expenses were EUR 3.6

million during the first semester of 2008, compared to EUR 4.2 million for

the corresponding period of 2007 and were primarily the result of personnel

expenses in administrative and financial functions, as well as the

remuneration of corporate officers, including stock option, bonus share and

warrant attributions. These expenses also included structural costs such as

leases, property service charges and maintenance costs (excluding

structural costs related to research and development activities), legal and

accounting fees and other external administrative costs. Selling expenses

totaled EUR 2.2 million for the first semester of 2008, compared to EUR 1.9

million for the first semester of 2007, and correspond to the market

analysis activities for naproxcinod, as well as the business development

and communication activities of the Company. The Company anticipates an

increase in its selling expenses during the second semester of 2008, due to

activities linked to the commercial launch preparation for naproxcinod. On

June 30, 2008, the Company employed 35 people in its selling, general, and

administrative departments, compared to 32 people on June 30, 2007.

Other income

During the first semester of 2008, other income amounted to EUR 2.4

million, compared to EUR 2.7 million on June 30, 2007.

Other income corresponds to the operational subsidies from the research tax

credits which were previously deducted from research and development

expenses until December 31, 2007.

Operating result

The operating loss amounted to EUR 36.0 million for the six months ended

June 30, 2008, compared to EUR 9.8 million for the same period of 2007.

This situation results primarily from the strong increase in operating

expenses during the first semester of 2008 and from the considerable

decrease in revenues recognized during the period as indicated above.

Other results

Net financial income totaled EUR 3.0 million for the first six months of

2008, compared to EUR 3.2 million for the corresponding period of 2007.

The income tax expense incurred by NicOx during the first semester of 2008

relates principally to its Italian subsidiary and amounted to EUR 0.1

million, compared to a non significant tax credit during the same period of

2007.

Net result

The net loss reached EUR 33.1 million for the six months ended June 30,

2008, compared to EUR 6.6 million for the six months ended June 30, 2007.

As indicated above, this strong increase in net loss during the first

semester of 2008 results from the significant increase of research and

development expenses associated with naproxcinod and from the considerable

decrease in the revenues recognized during this period.

Balance sheet items

The indebtedness incurred by NicOx is mainly short-term operating debt. On

June 30, 2008, the Company’s current liabilities amounts to EUR 22.0

million, including EUR 16.8 million in accounts payable to suppliers and

external collaborators, EUR 2.5 million in accrued compensation for

employees, EUR 2.2 million in deferred revenues due to payments received

under collaboration agreements, EUR 0.2 million in corporate taxes payable,

EUR 0.2 million for other liabilities and EUR 0.1 million in current income

tax payable.

During the first semester of 2008, Axcan Pharma and NicOx agreed to

terminate their collaboration agreement and Axcan accordingly made a final

balancing payment of EUR 2.2 million under the development cost-sharing

arrangements.

In the first semester of 2008, NicOx granted Archimica a loan totaling EUR

6 million, payable in 9 monthly installments, as part of the financial

terms of the manufacturing and supply agreement with this company. On June

30, 2008, the amount paid by NicOx under this agreement was EUR 4.0

million.

On June 30, 2008, the Company’s current and non-current financial

instruments and cash and cash equivalents amounted to EUR 141.6 million,

compared to EUR 195.2 million on June 30, 2007. The Company uses its liquid

assets principally to cover research and development expenses, expenses

relating to the development of relationships with pharmaceutical companies,

with a view to encouraging new partnerships, and corporate expenses related

to general and administrative and promotional activities. NicOx expects its

operating expenses to continue to increase very strongly over the coming

financial years, as a result of the anticipated expenses related to the

clinical development and the launch preparation activities for its drug

candidate naproxcinod, which is currently in phase 3 clinical development.

NicOx (Bloomberg: COX:FP, Reuters: NCOX.PA) is a product-driven

biopharmaceutical company dedicated to the development and future

commercialization of investigational drugs for unmet medical needs. NicOx

is applying its proprietary nitric oxide-donating technology to develop an

internal portfolio of New Chemical Entities (NCEs) in the therapeutic areas

of inflammatory and cardio-metabolic disease.

Resources are focused on the development of naproxcinod, a proprietary NCE

and the first compound in the Cyclooxygenase-Inhibiting Nitric Oxide-

Donating (CINOD) class of anti-inflammatory agents, which is in phase 3

clinical studies for the treatment of the signs and symptoms of

osteoarthritis, with final phase 3 results anticipated in 2008.

Beyond naproxcinod, NicOx has a pipeline containing multiple nitric oxide-

donating NCEs, which are in development internally and with partners,

including Pfizer Inc and Merck & Co., Inc., for the treatment of prevalent

and underserved diseases, such as atherosclerosis, hypertension, glaucoma

and Chronic Obstructive Pulmonary Disease (COPD).

NicOx S.A. is headquartered in France and is listed on the Euronext Paris

Stock Exchange (Compartment B: Mid Caps).

This press release contains certain forward-looking statements. Although

the Company believes its expectations are based on reasonable assumptions,

these forward-looking statements are subject to numerous risks and

uncertainties, which could cause actual results to differ materially from

those anticipated in the forward-looking statements.

For a discussion of risks and uncertainties which could cause actual

results, financial condition, performance or achievements of NicOx S.A. to

differ from those contained in the forward-looking statements, please refer

to the Risk Factors (“Facteurs de Risque”) section of the Document de

Reference filed with the AMF, which is available on the AMF website

(http://www.amf-france.org) or on NicOx S.A.’s website

(http://www.nicox.com).

CONTACTS: http://www.nicox.com



NicOx: Karl Hanks - Director of Investor Relations and Corporate

Communication - Tel +33 (0)4 97 24 53 42 - [email protected]



Media in the United States - FD: Robert Stanislaro - Tel +1 212 850 5657 -

[email protected]



Irma Gomez-Dib - Tel +1 212 850 55761 - [email protected]



Media in Europe - Citigate Dewe Rogerson: David Dible - Tel +44 (0)207 282

2949 - [email protected]



Sylvie Berrebi - Tel +44 (0)207 282 1050 - [email protected]

CONSOLIDATED INCOME STATEMENT

+-------------------------+-+--------------------+-+-------------+

|                         | |Period of 6 months  | |             |

|                         | |ended on            | |             |

+-------------------------+-+--------------------+-+-------------+

|                         | |30 June 2008        | |30 June 2007 |

+-------------------------+-+--------------------+-+-------------+

|                         | |(in thousands of EUR   | |             |

|                         | |except for per share| |             |

|                         | |data)               | |             |

+-------------------------+-+--------------------+-+-------------+

|Revenues                 | |2,243               | |      11,176 |

+-------------------------+-+--------------------+-+-------------+

|Cost of goods and        | |(537)               | |     (1,115) |

|services sold            | |                    | |             |

+-------------------------+-+--------------------+-+-------------+

|Research and development | |(34,298)            | |    (16,487) |

|expenses                 | |                    | |             |

+-------------------------+-+--------------------+-+-------------+

|Administrative and       | |(5,780)             | |     (6,072) |

|selling expenses         | |                    | |             |

+-------------------------+-+--------------------+-+-------------+

|Other products           | |2,376               | |       2,690 |

+-------------------------+-+--------------------+-+-------------+

|Operating loss           | |(35,996)            | |     (9,808) |

+-------------------------+-+--------------------+-+-------------+

|Net financial income     | |3,025               | |       3,163 |

+-------------------------+-+--------------------+-+-------------+

|Loss before income tax   | |(32,971)            | |     (6,645) |

+-------------------------+-+--------------------+-+-------------+

|Income tax expense       | |(129)               | |           3 |

+-------------------------+-+--------------------+-+-------------+

|Loss for the period      | |(33,100)            | |     (6,642) |

+-------------------------+-+--------------------+-+-------------+

|Attributable to:         | |                    | |             |

+-------------------------+-+--------------------+-+-------------+

|- Equity holders of the  | |(33,100)            | |     (6,642) |

|Company                  | |                    | |             |

+-------------------------+-+--------------------+-+-------------+

|- minority interests     | |-                   | |           - |

+-------------------------+-+--------------------+-+-------------+

|Earnings per share for   | |(0.70)              | |      (0.15) |

|profit attributable to   | |                    | |             |

|equity holders of the    | |                    | |             |

|Company                  | |                    | |             |

+-------------------------+-+--------------------+-+-------------+

|Diluted                  | |(0.70)              | |      (0.15) |

+-------------------------+-+--------------------+-+-------------+

CONSOLIDATED BALANCE SHEET

+-------------------------+--------------------+-+-----------------+

|                         |   30 June 2008     | |31 December 2007 |

+-------------------------+--------------------+-+-----------------+

|                         |(in thousands of EUR ) | |                 |

+-------------------------+--------------------+-+-----------------+

|ASSETS                   |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Non current assets       |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Property, plant, &       |              3,467 | |           2,720 |

|equipment                |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Intangible assets        |                621 | |             464 |

+-------------------------+--------------------+-+-----------------+

|Non-current financial    |              4,639 | |          14,402 |

|instruments              |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Government subsidies     |              7,602 | |           5,264 |

|receivable               |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Other financial assets   |              4,247 | |             186 |

+-------------------------+--------------------+-+-----------------+

|Deferred income tax      |                 10 | |              10 |

|assets                   |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Total non-current assets |             20,586 | |          23,046 |

+-------------------------+--------------------+-+-----------------+

|Current assets           |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Trade receivables        |                  1 | |           2,224 |

+-------------------------+--------------------+-+-----------------+

|Government subsidies     |                133 | |             133 |

|receivable               |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Other current assets     |              1,619 | |           2,564 |

+-------------------------+--------------------+-+-----------------+

|Prepaid expenses         |              3,884 | |           3,083 |

+-------------------------+--------------------+-+-----------------+

|Current financial        |             14,629 | |          14,967 |

|instruments              |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Cash and cash equivalents|            122,369 | |         143,444 |

+-------------------------+--------------------+-+-----------------+

|Total current assets     |            142,635 | |         166,415 |

+-------------------------+--------------------+-+-----------------+

|TOTAL ASSETS             |            163,221 | |         189,461 |

+-------------------------+--------------------+-+-----------------+

|EQUITY AND LIABILITIES   |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Capital and Reserves     |                    | |                 |

|attributable to equity   |                    | |                 |

|holders of the Company   |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Share Capital            |              9,487 | |           9,457 |

+-------------------------+--------------------+-+-----------------+

|Other reserves           |            130,505 | |         159,757 |

+-------------------------+--------------------+-+-----------------+

|Minority interests       |                  - | |               - |

+-------------------------+--------------------+-+-----------------+

|Total Equity             |            139,992 | |         169,214 |

+-------------------------+--------------------+-+-----------------+

|Non-current liabilities  |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Provisions for other     |              1,069 | |             201 |

|liabilities and charges  |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Deferred income tax      |                120 | |             120 |

|liabilities              |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Finance lease            |                 16 | |              19 |

+-------------------------+--------------------+-+-----------------+

|Other loans and          |                  1 | |               - |

|non-current liabilities  |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Total non-current        |              1,206 | |             340 |

|liabilities              |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Current liabilities      |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Provisions for other     |                  - | |               - |

|liabilities and charges  |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Finance lease            |                  6 | |              10 |

+-------------------------+--------------------+-+-----------------+

|Trade payables           |             16,754 | |          13,858 |

+-------------------------+--------------------+-+-----------------+

|Deferred revenue         |              2,238 | |           1,481 |

+-------------------------+--------------------+-+-----------------+

|Current income tax       |                102 | |              51 |

|liabilities              |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Social security and other|              2,724 | |           4,197 |

|taxes                    |                    | |                 |

+-------------------------+--------------------+-+-----------------+

|Other liabilities        |                199 | |             310 |

+-------------------------+--------------------+-+-----------------+

|Total current liabilities|             22,023 | |          19,907 |

+-------------------------+--------------------+-+-----------------+

|TOTAL EQUITY AND         |            163,221 | |         189,461 |

|LIABILITIES              |                    | |                 |

+-------------------------+--------------------+-+-----------------+

NicOx S.A.,

Les Taissounières – Bât HB4 – 1681 route des Dolines – BP313, 06906 Sophia

Antipolis cedex, France. Tel. +33 (0)4 97 24 53 00 – Fax +33 (0)4 97 24 53

99

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