This new agreement with European Select Growth Opportunities Fund enables the issuance of notes convertible into new shares for a maximum nominal amount of €10 m over a 24-month period.
This new agreement gives DEINOVE additional financial room (subject to conditions and fees) for the next steps of the clinical program of its antibiotic-candidate DNV3837.
DEINOVE (Euronext Growth Paris: ALDEI), a French biotech company, pioneer in the exploration and exploitation of bacterial biodiversity to address the urgent, global challenge of antibiotic resistance, announces that it has entered into an agreement with European Select Growth Opportunities Fund (the “Investor”) for the financing by issuance of notes convertible into new shares (the “OC”) for a maximum nominal amount of €10 million, with a 5% conversion discount, not bearing interest and with no stock subscription warrants attached, over a maximum period of 24 months.
“We are very pleased that L1 Capital has renewed its support for us. This agreement is essential for the future of DEINOVE. The financial visibility until the end of 2023 it provides us, should we draw down all the tranches, will enable us to achieve key value creation steps, starting with the completion of the Phase II trial of DNV3837. DEINOVE's goal is always to prove the value of its industrial platform, and this financing allows us to continue to invest in this direction despite the delays associated with medical and scientific research” commented Alexis RIDEAU, DEINOVE's CEO.
As of September 10, 2021, the Company cash position was 4,991 thousand euros, representing a financing horizon of business activities until the end of the first quarter of 2022. The first tranche issued today extends this horizon to the end of May 2022. The issuance of all the tranches of the agreement would extend the Company's cash horizon to the end of 2023.
As a reminder, the Company's previous OC agreement was put in place with the same Investor. This agreement allowed of the Company to raise €9.200 m gross (€8.939 m net), through the drawing down of five financing tranches, resulting in the creation of 11,680,619 shares (a holding of 1% of the Company's share capital prior to the capital increase amounted to 0.59% after the issue of new shares upon conversion of the OC).
Objectives of this transaction
finance the need for working capital, including the discovery of new antimicrobial leads based on the Company’s integrated platform (65% of the proceeds);
complete the Phase II clinical trial in the United States for DNV3837 in the treatment of severe gastrointestinal infections caused by Clostridioides difficile and enhance the value of this asset (35% of the proceeds).
General description of the transaction
The transaction will result in the issuance of several tranches of OC to the Investor, at the Company's sole discretion and subject to certain conditions, for a maximum nominal amount of €10 million over a 24-month period, it being specified that:
it is expected that the first tranche of OC, for a nominal amount of €500,000 (or €485,000 net of expenses), will be issued by the Company and subscribed by the Investor as of today;
unless otherwise agreed by the Company and the Investor, the subsequent OC tranches will be for a nominal amount of €500,000;
each tranche issuance includes a 3% fee, such as the net amount received by the Company represents 97% of the nominal amount of the issued tranche.
On an indicative basis, the participation of a shareholder holding 1% of the Company's share capital prior to any capital increase resulting from the issue of new shares upon conversion of the OC will amount to 0.62% in the event that all the OC that may be issued under the financing program are converted into new shares*.
The characteristics of the warrants, of the OCs and the detailed terms of the operation are presented hereafter in appendix. It is reminded that no share subscription warrants are attached to the OC.
This financing is ultimately provided by the market as the Investor has no intention of keeping the shares issued under the financing programme, nor of remaining a shareholder of the Company in the long term.
Risks related to the issuance of OCs and to this type of financing
The risks linked to the issuance of OCs and to this type of financing are, without limitation, the following:
Risk of indemnification of the Investor by the Company (described in the annex below);
Risk of significant dilution to the extent that DEINOVE's shareholders will not participate in the issue of new shares resulting from the conversion of OCs, their share of the Company's capital and voting rights will be reduced in the event of conversion of all or part of the OCs;
Volatility and liquidity risks: the issue of new shares resulting from the conversion of OCs could have an impact on the DEINOVE share price and trading volumes, potentially leading to a certain volatility of the share price.
* Dilution calculated on the assumption of a conversion price of €0.57 (based on an exchange rate of €0.609, closing price on September 10, 2021). This dilution does not prejudge either the final number of shares to be issued upon conversion of the OC or the conversion price, which will be determined on the basis of the stock market price, in accordance with the terms described in this press release.