- Overall demand totaling €14.7 million, 1.24 times the offering
- The funds raised will be used to implement the strategy of creating a benchmark French group in interventional cardiology
STENTYS (Paris:STNT) (FR0010949404 STNT), a medical technology company commercializing the Xposition S self-apposing coronary stent, today announces the significant success of its rights issue of which the subscription period ran from February 27 to March 8, 2018.
The gross proceeds of the capital increase, issue premium included, totaled €11,803,823.84, leading to the creation of 8,312,552 new shares. These proceeds will principally be used to finance the acquisition and integration of MINVASYS.
Christophe Lottin, Chief Executive Officer of STENTYS, comments: "I would like to thank all our shareholders, both longstanding and new, who have contributed to the significant success of this capital increase. Thanks to their support and trust, we have the necessary financial means to finalize the acquisition of MINVASYS and create a benchmark French player in interventional cardiology. We can now fully devote ourselves to the implementation of our growth strategy based on a portfolio of innovative and complementary proprietary products, supported by the significant marketing, organizational and production synergies generated by this transformative acquisition for STENTYS.
Approximately 81% of subscription rights exercised and a total demand of €14.7 million or 1.24 times the offering
Following the subscription period, which ended on March 8, 2018, the demand for the capital increase totaled 10,333,976 shares at a price of €1.42 per share, a global subscription rate of 124% and a total amount requested of €14,674,245.92:
- 6,703,489 new shares were subscribed to on an irreducible basis, i.e. a high subscription rights exercise rate of 80.64%; and
- a demand on an irreducible basis for 3,630,487 new shares that will therefore only be partially allocated to 1,609,063 shares.
Given the strong demand expressed within the framework of the transaction, no shares will be allocated to the qualified investors who had pledged to subscribe to any shares not subscribed to following the subscription period.
Following the capital increase, the Company will have a share capital of €786,495.36 consisting of 26,216,512 shares with a par value of €0.03 each.
The settlement-delivery of the new shares and their admission for trading on the Euronext regulated market in Paris are scheduled for March 16, 2018. The new shares will carry full rights (jouissance courante) and will be traded on the same listing line as existing shares (ISIN FR0010949404).
This operation is managed by Gilbert Dupont, Lead Manager and Bookrunner.
The following table presents the share capital distribution, to the Company's knowledge, after the capital increase and issue of 596,805 shares in exchange for the MINVASYS shares contributed.
|Number of shares||% of share capital||% of voting rights (2)(3)|
|Bpifrance Participations SA (1)||1,785,558||6.66%||6.62%|
|Former MINVASYS shareholders||596,805||2.23%||2.21%|
(1) Bpifrance Participations SA is 100% held by Bpifrance SA and is represented on the Board by an observer (censeur
(2) Based on the number of double voting rights at February 5, 2018.
(3) Including the 10,995 Treasury shares held with respect to the liquidity contract at December 31, 2017.
Indicative timetable of the operation
|March 16, 2018|| Issue of New Shares Settlement-delivery.|
New Shares admitted for trading on Euronext Paris.
|April 20, 2018||Scheduled date of the delivery of the asset auditor's report.|
|April 30, 2018||Scheduled date of the realization of the Divestment and of the Contribution of MINVASYS shares.|
|By May 18, 2018, 11.59 pm CET||Resumption of the ability to exercise stock options, business creator share warrants and stock warrants.|
Next financial press releases
As a result of the ongoing MINVASYS acquisition process, STENTYS has altered its financial calendar as follows:
- Full-Year 2017 Results will now be published on Tuesday April 3, 2018
- Half-Year 2018 Results will now be published on Monday October 1st, 2018
The other dates of the 2018 financial calendar remain unchanged. Press releases will be published after markets close.
Availability of the Prospectus
Copies of the Prospectus granted a visa by the AMF French financial markets authority on February 20, 2018 under number 18-052, comprising the Document de Référence registered on November 29, 2017 under number D.17-1084 and a Note d'Opération (including a summary of the Prospectus), may be obtained free of charge and upon request from STENTYS' head offices. An online version is also available on the Company's website (www.stentys.com) and the AMF's website (www.amf-france.org).
Investors are invited, before making a decision on whether to invest, to make themselves aware of the risks described in section 4 of the Document de Référence and chapter 2 of the Note d'Opération
Founded in the Paris area in 2003, MINVASYS is an independent company that specializes in Minimally INvasive VAscular SYStems. It capitalizes on the substantial expertise of its staff and medical advisors to develop and market innovative, efficient, safe and cost-effective devices. MINVASYS has a growth strategy based on market momentum and the economic factors applicable to health-sector communities. The Company has an IP portfolio that includes US patents such as the Nile concept and TwinOne technology.
STENTYS develops and commercializes innovative solutions for the treatment of patients with complex artery disease. STENTYS' Self-Apposing drug-eluting stents (DES) are designed to adapt to vessels with ambiguous or fluctuating diameters in order to prevent the malapposition problems associated with conventional stents. The APPOSITION clinical trials for the treatment of acute myocardial infarction showed a very low mortality rate at one year and a faster arterial healing compared to conventional stents. The company's product portfolio also includes MiStent SES and Serpentis, two innovative coronary DES for routine interventions, and is marketed through STENTYS' commercial network in Europe, the Middle East, Asia and Latin America.
Additional information is available atwww.stentys.com
STENTYS is listed on Compartment C of Euronext Paris
ISIN: FR0010949404 Ticker: STNT
This press release contains forward-looking statements about the Company that are based on numerous assumptions regarding the Company's present and future business strategies and the environment in which it will operate in the future which may not be accurate. Such forward-looking statements involve known and unknown risks which may cause the Company's actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, risks associated with the development and commercialization of the Company's products, market acceptance of the Company's products, its ability to manage growth, the competitive environment in relation to its business area and markets, its ability to enforce and protect its patents and proprietary rights, uncertainties related to the U.S. FDA approval process, slower than expected rates of patient recruitment for clinical trials, the outcome of clinical trials, and other factors, including those described in the Section 4 "Risk Factors" of the Company's 2016 Registration Document (document de référence) filed with the French Autorité des Marchés Financiers (AMF) on November 29, 2017 under number D.17-1084.
This press release and the information it contains does not constitute and shall not be considered as constituting, an offer to sell or subscribe or the solicitation of any offer to purchase or subscribe for, shares of Stentys in any country.
The dissemination, publication or distribution of this press release in certain countries may constitute a violation of the applicable legal and regulatory provisions. Consequently, persons physically located in these countries and in which this press release is disseminated, distributed or published must obtain information regarding these possible local restrictions, and comply with them.
This press release is not a prospectus within the meaning of Directive 2003/71/EC of the European Parliament and the Council of 4 November 2003, as amended, in particular by Directive 2010/73/EU to the extent such Directive has been transposed in each relevant Member State of the European Economic Area (together, the "Prospectus Directive").
This press release does not contain or constitute an invitation, inducement or solicitation to invest. The distribution of this press release is not made, and has not been approved, by an "authorized person" within the meaning of Article 21(1) of the Financial Services and Markets Act 2000. As a consequence, this press release, and the information it contains, is addressed to and directed only at persons who (i) are located outside the United Kingdom, (ii) have professional experience in matters relating to investments within the meaning of Article 19(5) ("investment professionals") of the Financial Services and Markets Act 2000 (Financial Promotions) Order 2005 as amended), (iii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 or (iv) are persons to whom this press release may otherwise lawfully be communicated (the persons mentioned in (i), (ii), (ii) and (iv) together being referred to as "Relevant Persons"). Any person other than a Relevant Person may not act or rely on this document or any provision thereof. This press release is not a prospectus which has been approved by the Financial Services Authority or any other United Kingdom regulatory authority for the purposes of Section 85 of the Financial Services and Markets Act 2000.
This press release does not constitute an offer to sell or purchase or the solicitation of an offer to purchase or subscribe for, any securities in the United States of America nor in any other country where such offer or solicitation may be subject to restriction. Securities may not be offered, subscribed or sold in the United States of America absent registration or an exemption from the registration requirements under the Securities Act of 1933, as amended (the "Securities Act"). The shares of Stentys have not been and will not be registered under the Securities Act and Stentys does not intend to conduct a public offering of its shares in the United States of America.
The information contained in this document does not constitute an offer of securities for sale in the United States, Canada, Australia or Japan and this press release may not be published, transmitted or distributed, directly or indirectly, in the United States, in Canada, in Australia or in Japan.
NOT FOR DISTRIBUTION IN THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA OR JAPAN
André Lerebours, Tel.: +33 (0)1 44 53 99 42
Investor Relations Strategic Communications
Dusan Oresansky Alexia Faure, Tel.: +33 (0)1 44 71 94 92