Zutphen, The Netherlands, 31 May 2017
As of today, EUR 940,000 out of the EUR 1.0 million tranche issued on March 8, 2017 have been converted into shares by European Select Growth Opportunities Fund (the "Investor"), therefore strengthening the Group`s equity.
The Investor is willing to confirm its support to the development of Esperite and has agreed to subscribe for a new tranche of EUR 350,000 today upon request of Esperite, although the conditions required under the financing agreement of up to EUR 13.0 million signed between Esperite and the Investor on March 8, 2017 (the "Agreement") to issue further tranches of notes with warrants attached are not currently met, in consideration for an additional commitment fee to waive such conditions.
The Group expects to issue a total of EUR 1.1 million of principal amount of notes with warrants attached before July 12, 2017, in order to support Esperite commercial activities and development of innovative technologies in the field of genetics and regenerative medicine.
The first tranche is issued pursuant to a request from Esperite dated May 30, 2017 to issue up to EUR 1.1 million in one tranche of EUR 350,000 and three additional tranches of EUR 250,000 principal amount each (the "Packed Tranches") between today and July 12, 2017.
Each of these Packed Tranches will be subscribed by the Investor at the latest on the two-week anniversary of the issuance of the previous tranche, under the condition, for each of them, that the notes of the previous Packed Tranche have been fully converted into shares and/or redeemed.
The first tranche is a private placement of 35 convertible notes with a principal amount of EUR 10,000 each, with 350,000 share subscription warrants attached.
The notes and the warrants issued under the Packed Tranches shall have the same characteristics as those described in the press release dated March 8, 2017.
As from July 12, 2017 or as soon as the three additional Packed Tranches will have been issued, unless agreed otherwise between Esperite and the Investor, the initial terms and conditions of the Agreement will prevail again, including in particular the conditions for the delivery of a request by Esperite and the funding of a tranche by the Investor as described in the press release dated March 8, 2017.
ESPERITE group, listed at Euronext Amsterdam and Paris, is a leading international company in regenerative and precision medicine founded in 2000.
This press release contains inside information as referred to in article 7 paragraph 1 of Regulation (EU) 596/2014 (Market Abuse Regulation).
With respect to Member States of the European Economic Area that have transposed European Directive 2003/71/EC of the European Parliament and European Council (as amended in particular by Directive 2010/73/EU to the extent that the said Directive has been transposed into each Member State of the European Economic Area), no action has been taken or will be taken to permit a public offering of the securities referred to in this press release requiring the publication of a prospectus in any Member State.
This press release and the information it contains do not, and will not, constitute an offer to subscribe for or sell, nor the solicitation of an offer to subscribe for or buy, securities of Esperite in the United States of America or any other jurisdiction. Securities may not be offered or sold in the United States of America absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), it being specified that the securities of Esperite have not been and will not be registered within the US Securities Act. Esperite does not intend to register securities or conduct a public offering in the United States of America.