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ABIONYX successfully carries out a capital increase with elimination of preferential subscription rights for the benefit of a category of people by issuing shares with share subscription warrants for an amount of approximately 3.4 million euros

  • approximately 3.4 million euros per issue of shares with warrants

  • Subscription price: €1.37 for one share with subscription warrants

  • 1 subscription warrant gives the right to 1 share to be issued at a price of €3

  • Exercise period: 3 years

  • Visibility extended until the end of 2025

TOULOUSE, France & LAKELAND, Michigan, July 01, 2024–(BUSINESS WIRE)–Regulatory News:

ABIONYX Pharma, (FR0012616852 – ABNX – PEA PME eligible)next-generation biotechnology company dedicated to the discovery and development of innovative therapies based on the world’s only natural recombinant apoA-I, announces the success of a capital increase with removal of preferential subscription rights for the benefit of a category of persons for an amount of nearly 3.4 million euros by issuing a maximum number of 2,472,000 new shares, each with a subscription warrant, at a subscription price of €1.37 per share with a subscription warrant.

Each new share will be issued with a share subscription warrant, and each warrant will entitle its holder to subscribe to 1 new share to be issued at a price of €3.

Fundraising Goal

The objective of this fundraising is to strengthen the Company’s cash position as part of its development in sepsis and in the United States, following the success of the pre-IND meeting with the FDA. The Company’s financial visibility is now extended until the end of 2025, without additional drawdown on the equity financing line.

General conditions of issue

Following the decisions taken by the Board of Directors on 19 and 21 June, the Chief Executive Officer noted today the full subscription of 2,472,000 ordinary shares with a nominal value of €0.05, each accompanied by a warrant to subscribe for new ordinary shares. The shares accompanied by warrants were issued at a price of €1.37, representing a nominal capital increase of €123,600 and an issue premium of €3,263,040.

The subscription price of each share with BSA corresponds to the weighted average of the 10 trading days preceding June 19, 2024, reduced by a discount of 10% and increased by the estimated value of the BSA of 0.18 euros.

When the warrant stock is created, the warrants will be detached from the shares.

This issue represents approximately 7.62% of the share capital on the date of the issue decision.

The new shares carry rights, are assimilated to existing shares and carry the same rights. They are subject to all the statutory provisions of the Company and are admitted to trading on Euronext on the same quotation line as the existing shares.

Each voucher will entitle its holder to subscribe to a new share at a price of €3.

The warrants are exercisable between November 30, 2024 and June 19, 2027. They are transferable and negotiable but are not subject to a request for admission to trading on Euronext.

The exercise of all the warrants could result in the issuance of a maximum of 2,472,000 new ordinary shares, representing additional gross proceeds of €7,416,000.

This transaction consists of a capital increase with removal of the preferential subscription right for the benefit of a category of persons, decided by the Board of Directors of June 19 and 21, 2024, acting on the basis of the delegation granted by the twentieth resolution of the Combined General Meeting of the Company of June 27, 2023.

Delivery Regulations

Payment and delivery are scheduled for Wednesday July 3, 2024.

Product of the show

The gross proceeds from the issue of shares with warrants amount to €3,386,640, or a net amount of €3,356,640, after deduction of costs linked to the issue.

The exercise of all warrants would generate additional gross proceeds of €7,416,000.

Shareholding structure

The number of shares likely to be issued represents approximately 7.62% of the number of shares in circulation before issuance and 7.08% after issuance of the warrant shares.

By way of illustration, a shareholder holding a number of shares representing 1% of the capital of ABIONYX before the planned issue would represent 0.93% of the capital after the issue of the shares with subscription warrants (in the event of total subscription to the capital increase). and 0.87% of the share capital (in the event of exercise of all the warrants).

Shareholders* before and after capital increase in % of capital

Shareholders

12/31/2023*

After the issuance of
shares with warrants

Post exercise of warrants

Number of actions and

% Capital and

Shares Nb and

% Capital and

Number of shares and

% Capital

And

Right to vote

Right to vote

Right to vote

Right to vote

Right to vote

Right to vote

Total general management

6,148,342

18.94%

6,148,342

17.60%

6,148,342

16.44%

Emmanuel Huynh

4,348,882

13.40%

4,348,882

12.45%

4,348,882

11.63%

Cyrille Tupin

1,592,214

4.91%

1,592,214

4.56%

1,592,214

4.26%

Christian Chavy

207 246

0.64%

207 246

0.59%

207 246

0.55%

Total financial shareholders

6,622,787

20.40%

9,094,787

26.04%

11,566,787

30.92%

Orsay 53 (represented by Mr. Jean-Gérard Galvez)

2,331,000

6.67%

4,662,000

12.46%

Sadok Belmokhtar

1,859,098

5.73%

1,859,098

5.32%

1,859,098

4.97%

Luc Demarre

1,846,457

5.69%

1,987,457

5.69%

2,128,457

5.69%

BPI Participations (FR)

1,630,451

5.02%

1,630,451

4.67%

1,630,451

4.36%

Jean-Louis Dasseux

1,286,781

3.96%

1,286,781

3.68%

1,286,781

3.44%

Free floating

19,422,744

59.84%

19,422,744

55.60%

19,422,744

51.93%

Own shares

265 139

0.82%

265 139

0.76%

265 139

0.71%

TOTAL

32,459,012

100.00%

34 931 012

100.00%

37,403,012

100.00%

*Based on the information brought to the attention of the Company, in particular bearer shareholders via declarations of crossing thresholds (legal and statutory).

Some of the individual shareholders listed in the table above hold all or part of their interests through holding companies which they manage and control.

No prospectus

In accordance with the provisions of Article 211-3 of the General Regulations of the Financial Markets Authority (AMF), the issue will not give rise to a prospectus subject to the visa of the AMF.

Risk factors

The risk factors are described in the 2023 Universal Registration Document (chapter 3) filed with the AMF under number D.24-0385 on April 30, 2024, and available on the Company’s website: www.abionyx .com and that of the AMF: www.amf-france.org.

Number of shares making up the share capital

Following the issue of shares with subscription warrants, the share capital now amounts to 1,746,550.60 euros. It is divided into 34,931,012 ordinary shares with a par value of €0.05, representing 34,931,012 theoretical voting rights.

About ABIONYX Pharma

ABIONYX Pharma is a next-generation biotechnology company focused on developing innovative medicines for diseases for which there is no effective or existing treatment, even the rarest. The company accelerates the development of novel therapies through extensive expertise in lipid science and a differentiated apoA-I-based technology platform. ABIONYX Pharma is committed to radically improving outcomes in sepsis and critical care treatment.

View the source version on businesswire.com: https://www.businesswire.com/news/home/20240701444059/en/

Contacts

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Investor Relations
Nicolas Fossiez
Louis-Victor Delouvrier
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+33 (0)1 44 71 98 53

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Media Relations
Arthur Rusty
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+33 (0)1 44 71 00 15