BORDEAUX, France, October 31, 2014 /PRNewswire/ --
- New cash raised: M€ 22.2
- Bridge loans conversion: M€ 13.7
- Europlasma secures liquidity for financing the on-going business operations, for capturing its future growth opportunies and for deleveraging its balance sheet
Europlasma, the French company with a global reach that designs, builds and operates plasma solutions for renewable energy generation and hazardous waste recovery, announces the success of its capital increase issue.
Commenting on the success of the operation, Managing director Jean-Eric Petit said: "I am most grateful to all the investors, longstanding and new shareholders, who have ensured the success of this operation despite challenging market conditions, thereby testifying to their confidence in Europlasma. I would also like to thank our directors and all our employees, who demonstrate their commitment and dedication to our group on a daily basis. This capital increase is a major step for Europlasma and marks the start of a new development phase. We now have a financial structure that matches our strategy for proactive value creation and we are more than ever determined to implement our technologies, leverage our group's growth potential and carry out an ambitious business plan to meet current and future energy and environmental challenges."
Fundraising of M€ 35.9
Total demand for both the rights issue and the reserved capital increase amounted to M€ 35.9, of which
M€ 22.2 were new cash and M€ 13.7 were the totality of the outstanding bridge loans, converted by the reference shareholder and financial partners.
The funds raised under this operation will enable the Europlasma Group to:
- Provide visibility over the financing of its short and medium term operations;
- Seize the growth opportunities presented to the company in each of its businesses including financing its share of investment in the next CHO Power plant by the end of 2015 based on the provisional roll-out schedule;
- Deleverage the balance sheet and position the Group into a net positive cash situation.
The proceeds of the operations, including the issue premium, amounted to M€ 35.9 and led to the creation of 44.886.782 new shares at the unit price of €0.80, bringing the number of shares comprising Europlasma's capital to 68.023.795.
24,028,962 new shares were subscribed by irrevocable entitlement. Reducible subscription requests accounted for 19,982,820 new shares, of which 16,268,300 shares accounted for the bridge loans conversion in Europlasma shares, and could only be partly allocated, in the amount of 6,962,037 new shares. Accordingly, the Company made use of the authorisation granted by the annual general meeting on 1 September 2014 to fulfil requests to convert bridge loans granted to the company into shares, and carried out a reserved capital increase of M€ 8.1 at an issue price of €0.80/share.
The rights issue was structured by ARKEON Finance, who assisted in its execution.
Settlement and delivery of new shares
The settlement and delivery of new shares and their listing on Alternext will be carried out on 4 November. The new shares will carry voting and dividend rights from the date of issue. They will immediately be fungible with the Company's existing shares and traded under the same market listing under the ISIN code FR0000044810.
Reminder: subscribers willing to exercise ISF benefit should request evidence of their subscription from Europlasma by mail at actionnaires@europlasma.com or by post Europlasma attention to Anne BORDERES, 471 route de Cantegrit 40110 Morcenx France. This evidence may be required by the French Tax office.
Issue of redeemable share purchase warrants (BSAR)
On 6 November 2014, Europlasma will issue redeemable share purchase warrants (BSAR) in two tranches, allotted free of charge to each shareholder whose shares will be registered at the close of trading on 5 November 2014. Each shareholder will receive one "BSAR A" warrant and one "BSAR B" warrant per share held, to be listed on Alternext under two separate listings.
Two BSAR A warrants will entitle holders to subscribe for one new share at €0.80 per share, for a period of three years from 6 November 2014.
Four BSAR B warrants will entitle holders to subscribe for one new share at €1.30 per share, for a period of five years from 6 November 2014.
Public information
The Prospectus, which received AMF approval no. 14-512 on 23 September 2014, comprises (i) the Europlasma Registration Document filed on 26 August 2014 with the AMF under no. R. 14-051, (ii) a securities note and (iii) a summary of the Prospectus (accompanying the securities note). Copies of the Prospectus are available free of charge from Europlasma's head office at 471 Route de Cantegrit Est - BP 23 - F-40110 Morcenx, on the Company's website (http://www.europlasma.com) and on the AMF website (http://www.amf-france.org). Investors' attention is drawn to the risk factors contained in section 3.4 of the Registration Document and section 2 of the securities note.
About Europlasma
Europlasma is a French Group operating in the clean technologies and renewable energy production industries. Founded in 1992 to apply its proprietary plasma torch technology to hazardous waste destruction, it is now built on the following three business units:
- Europlasma is a world-wide supplier of plasma heating systems and related applications
- CHO Power is a producer of electricity from waste and biomass gasification.
- Inertam is the global specialist in the destruction and recycling of asbestos and hazardous waste
http://www.europlasma.com [Alternext - NYSE Euronext Paris - Mnemo: ALEUP - Isin: FR0000044810]
Warning
This press release does not constitute and shall not be considered as constituting a public offer, an offer to purchase or as an intention to solicit the interest of the public for a public offering of any securities.
The information in this press release is not for publication or distribution in the United States, Canada, Australia or Japan. The distribution of this document in these and certain other countries may be restricted by law. The persons into whose possession this document comes should inform themselves about and observe any such restrictions.
In particular: This document does not constitute an offer to sell or the solicitation of an offer to buy the securities of EUROPLASMA ("EUROPLASMA" or the "Issuer") in the United States or in any other jurisdiction of the United States. The securities referred to herein may not be offered or sold in the United States unless such securities are registered under, or pursuant to an exemption from registration under, the US Securities Act of 1933, as amended. The Issuer has not registered, and does not intend to register, any of the securities referred to herein in the United States and does not intend to conduct a public offering of the securities in the United States.
This press release does not constitute a prospectus within the meaning of Directive 2003/71/EC of the European Parliament and the Council of November 4th, 2003 (the "Prospectus Directive"), as amended, to the extent such Directive has been transposed in the relevant Member State of the European Economic Area. With respect to the Member States of the European Economic Area which have implemented the Prospectus Directive (each a "Relevant Member State"), no action has been undertaken or will be undertaken to make an offer to the public of the securities requiring a publication of a prospectus in any Relevant Member State, other than France. As a result, the new or existing shares of the Issuer may not be offered and will not be offered in any Relevant Member State other than France, except (i) to any legal entity which is a qualified investor as defined under the Prospectus Directive, (ii) to fewer than 100, or, if the Relevant Member State has implemented the relevant provisions of Directive 2010/73/EU, 150, natural or legal persons (other than qualified investors as defined in the Prospectus Directive) as permitted under the Prospectus Directive; or (iii) in any other circumstances not requiring the Issuer to publish a prospectus as provided under Article 3(2) of the Prospectus Directive and/or regulations applicable in the Relevant Member State.
For the purposes of this provision, an "offer to the public" in relation to the new or existing shares of the Issuer in any Relevant Member State means the communication in any form and by any means of sufficient information on the terms of the offer and the new or existing shares of the Issuer to be offered so as to enable an investor to decide to purchase the new or existing shares of the Issuer, as the same may be varied in that Member State by any measure implementing the Prospectus Directive in that Member State.
In the United Kingdom, this document does not constitute an approved prospectus for the purpose of and as defined in section 85 of the Financial Services and Markets Act 2000 (as amended) (the "FSMA"), has not been prepared in accordance with the Prospectus Rules issued by the UK Financial Conduct Authority (the "FCA") pursuant to section 73A of the FSMA and has not been approved by or filed with the FCA or any other authority which would be a competent authority for the purposes of the Prospectus Directive. The new and existing shares in the Issuer may not be offered or sold and will not be offered or sold to the public in the United Kingdom (within the meaning of sections 85 and 102B of the FSMA) save in the circumstances where it is to be lawful to do so without an approved prospectus (within the meaning of section 85 of the FSMA) being made available to the public before the offer is made.
This document is for distribution in the United Kingdom only to persons who (i) have professional experience in matters relating to investments falling within section 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Financial Promotion Order"), (ii) are persons falling within sections 49(2)(a) to (d) ("high net worth bodies corporate, unincorporated associations etc") of the Financial Promotion Order, or (iii) are persons otherwise permitted by law to receive it (all such persons together being referred to as "Relevant Persons"). In the United Kingdom this document is directed only at Relevant Persons and must not be distributed to, acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available in the United Kingdom only to Relevant Persons and will be engaged in only with Relevant Persons.
EUROPLASMA
Jean-Eric PETIT - CEO
Estelle MOTHAY - CFO
Anne BORDERES- Shareholers & investors contact
Tel: + 33(0)556-497-000 / contactbourse@europlasma.com
ARKEON Finance: Daniel RAYOT - +33-01-53-70-29-45- danielrayot@arkeonfinance.fr
CAPVALUE Samuel BEAUPAIN - Relations presse - +33-01-80-81-50-05 - sbeaupain@capvalue.fr
