DGAP-News: Neovacs S.A. / Key word(s): Capital Increase
NEOVACS RAISES 7.5 MILLION EUROS IN CAPITAL INCREASE WITH U.S.
26.06.2015 / 08:00
NEOVACS RAISES 7.5 MILLION EUROS IN CAPITAL INCREASE WITH U.S.
Paris and Boston, June 26, 2015 - Neovacs (Alternext Paris: ALNEV), (the
"Company") a leader in active immunotherapies for the treatment of
autoimmune diseases, today announced that it has received commitments from
three U.S. institutional investors for a capital increase totaling
Participation in the capital increase is limited to biotechnology-focused
institutional investors. Neovacs will issue a total of 7,500,000 securities
at a price of one euro (premium included). Each security is composed of one
ordinary share and one warrant. The warrants will be immediately detached
from the shares.
"This capital increase is in line with our development strategy in the
United States, a country which has a very high prevalence of lupus and is
the reference market for this indication. The funds raised will enable us
to move forward with the development of our product portfolio including
lead product, IFN?-Kinoid, with new trials starting both in lupus and
dermatomyositis. The subscription commitments made by specialists funds in
biotechnology are a strong signal in support of our Kinoid technology and
our strategy based on the development of active immunotherapies for the
treatment of severe and orphan auto-immune diseases with significant
medical need", commented Miguel Sieler, CEO of Neovacs.
Use of Proceeds
The proceeds of the capital increase will provide additional funding to the
Company to finance the development plan of IFN?-Kinoid, including:
- A phase IIb clinical trial of IFN?-Kinoid in lupus conducted in Europe,
Latin America and Asia, to begin in the second half of 2015; and
- A phase IIa clinical trial of IFN?-Kinoid in lupus conducted in the
United States. This study is expected to begin six months after
initiation of the phase IIb clinical trial of IFN?-Kinoid, and will
provide additional, U.S.-specific, data to the results previously
obtained in Europe.
Terms of the capital increase
The capital increase was approved by the Company's Board of Directors on
June 24, 2015. It will be carried out without preferential subscription
rights and reserved to the benefits of foreign institutional investors
investing in biotechnology companies on a regular basis, in accordance with
the eleventh resolution of the Company's Annual General Meeting of
Shareholders held on April 8, 2015.
The capital increase amounts to 30.54% of the share capital of the Company
to date and represents a dilution of approximately 23.40% for existing
The settlement of the new shares should take place (subject to usual market
conditions) no later than July 3, 2015.
In accordance with Article 211-3 of the General Regulation of the French
Financial Market Authority (AMF), the capital increase does not require a
prospectus to be submitted for approval to the AMF.
Characteristics of the warrants
One warrant will give the right to subscribe to 0.37732 ordinary share of
the Company, that is a potential dilution of 10.33% for existing
The warrants shall be exercisable within 60 months of their issuance. They
will not be listed on the Alternext Paris market.
The warrants shall be exercisable at 1.25 euros per ordinary share.
If all the warrants are exercised, the Company would receive an additional
3,537,500 euros of proceeds.
Listing of the new shares
The new shares, with a par value of 0.15 euro, will be of the same category
as the existing shares of the Company and will be listed on the same line
as the existing shares of the Company under ISIN code FR0004032746. They
will carry the same dividend rights as the existing shares and will be
entitled, after issuance, to all dividends declared by the Company from
Lock-up agreement of the Company
In connection with the capital increase, the Company has agreed to a
lock?up period of 90 days following the issuance of the new shares, subject
to standard exemptions. The Company has further undertaken not to use the
equity financing agreed in October 2014 between Kepler Chevreux and the
Company, until after December 31, 2015.
Equity line of Kepler Chevreux
Neovacs could utilize, when needed, two additional tranches of equity
financing, totaling 6,500,000 euros each, as from January 1, 2016 and over
a fixed period of 17 months, based on the same terms as the equity line
previously announced. As previously announced, Neovacs intends to draw down
on these purely optional equity lines only if needed, in the best interest
of the Company and its shareholders.
Lock-up agreements of certain managers of the Company
Mr. Miguel Sieler (CEO) and the directors holding shares and warrants of
the Company have entered into lock-up undertakings for 90 days following
the issuance of the new securities with respect to 100% of the securities
of the Company they hold (including the shares resulting from the exercise
of their warrants).
Neovacs draws investors' attention to the June 2015 update to the risk
factors of the Reference Document registered under the number R-14.074 of
December 11, 2014, available on the website of the Company at the following
Maxim Group LLC acted as sole placement agent in connection with the
 Results of a Phase I/II clinical trial of IFN?-Kinoid were published in
November 2011 at ACR and published in 2013 in Rheumatoid & Arthritis
 "BSPCE 2007", "BSA 2014-1" or "BSA 2015-1" depending on the director
Created in 1993, Neovacs is today a leading biotechnology company focused
on an active immunotherapy technology platform (Kinoids) with applications
in autoimmune and/or inflammatory diseases. On the basis of the company's
proprietary technology for inducing a polyclonal immune response (covered
by five patent families that potentially run until 2032) Neovacs is
focusing its clinical development efforts on IFN?-Kinoid, an immunotherapy
being developed for the indication of lupus and dermatomyositis. Neovacs is
also conducting preclinical development works on other therapeutic vaccines
in the fields of auto-immune diseases, oncology and allergies. The goal of
the Kinoid approach is to enable patients to have access to safe treatments
with efficacy that is sustained in these life-long diseases.
For more information on Neovacs, please visit www.neovacs.fr
NEOVACS - Investor Relations
+33 (0)1 53 10 93 00
Investor Relations / Financial Communications - NewCap
Valentine Brouchot / Pierre Laurent
+33 (0)1 44 71 94 94
Investor Relations / Financial Communications Germany - MC Services
This announcement is for information purposes only. It does not, and shall
not, in any circumstances, constitute a public offering of securities by
Neovacs nor a solicitation of an offer to subscribe for securities in any
jurisdiction, including France.
The securities referred to herein have not been and will not be registered
under the U.S. Securities Act of 1933, as amended (the "U.S. Securities
Act"), and the securities may not be offered or sold in the United States
unless these securities are registered under the U.S. Securities Act, or an
exemption from the registration requirements of the U.S. Securities Act is
available. The Company and its affiliates have not registered, and do not
intend to register, any portion of the securities concerned in the United
States, and do not intend to conduct a public offering of securities in the
With respect to the member states of the European Economic Area which have
implemented the Directive 2003/71/EC of the European Parliament and the
Council of November 4, 2003, as amended, in particular by Directive
2010/73/EC of the European Parliament and of the Council of November 24,
2010 (the "Prospectus Directive"), no action has been undertaken or will be
undertaken to make an offer to the public of the securities referred to
herein requiring a publication of a prospectus in any relevant member
state. In addition, in the United Kingdom, this announcement is being
distributed only to, and is directed only at, qualified investors (i) who
have professional experience in matters relating to investments falling
within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended (the "Order") and qualified
investors falling within Article 49(2)(a) to (d) of the Order, and (ii) to
whom it may otherwise lawfully be communicated (all such persons together
being referred to as "relevant persons"). The offering will only be
available to, and any invitation, offer or agreement to subscribe for,
purchase, or otherwise acquire securities will be engaged in only with
relevant persons. Any person who is not a relevant person should not act or
rely on this announcement or any of its contents.
The distribution of this announcement in certain countries may be subject
to specific regulations. The persons in possession of this announcement
shall then get knowledge of any local restrictions and shall comply with
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OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, JAPAN,
SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE IT WOULD BE PROHIBITED BY LAW
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Company: Neovacs S.A.
3-5, Impasse Reille
Phone: +33 (0)1 53 10 93 00
Fax: +33 (0)1 53 10 93 03
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