EOS imaging (Euronext, FR0011191766 – EOSI) (the “Company”), pioneer in 2D/3D orthopaedic medical imaging, has announced the launch of a capital increase by issuance of new shares without pre-emptive rights in favour of qualified investors, in accordance with the 11th and 12th resolutions of the shareholder’s extraordinary general meeting held on June 17th 2015. The transaction involves a maximum of 1,868,000 new shares to be issued, i.e. c. 9.2% of the share capital. Application will be made for the new shares to be admitted on trading on Euronext Paris.
Funds will be raised from domestic and international qualified investors notably excluding the United States, Canada, Australia and Japan, pursuant to Articles L.225-136 of the French Commercial Code (Code de commerce) and L. 411-2 II of the French Monetary and Financial Code (Code monétaire et financier) (the “Private Placement”). The net proceeds of the private placement will be used by EOS Imaging to strengthen its capital, in particular to finance investments in product design and industrial processes, aimed at improving the company's operating profitability.
Bpifrance Participations, shareholder holding 9.02% of the Company’s capital, has undertaken to subscribe to the capital increase, under certain conditions, for a minimum amount of €2.5m and within the limit of 33% of the total raised amount. The Company has not received any other subscription undertaking from others existing shareholders.
The Private Placement will be conducted by way of an accelerated bookbuild offering, at the end of which the number and issue price of the new shares will be set. The accelerated bookbuild offering will commence with immediate effect and is expected to end before markets open tomorrow, subject to acceleration or extension. The Company will announce the results of the Offering as soon as possible after closing of the bookbuilding in a subsequent press release. In accordance with the 12th resolution of the shareholder’s extraordinary general meeting held on June 17th 2015, the issue price of the new shares will be at least equal to the volume weighted average share price of the Company on the regulated market of Euronext Paris over the last ten trading sessions prior to the setting of the issue price, which may be reduced by a discount of at most 20%.
Settlement of the new shares issued in the context of the Private Placement and the new shares’ admission to trading on Euronext Paris is expected to occur on 25th April 2017. The new shares will be admitted to trading on the Euronext regulated market in Paris under ISIN FR0011191766 – EOSI.
In the context of the Private Placement, the Company has entered into a 90-day restriction agreement from the settlement-delivery date and Bpifrance Participations has signed a lock-up agreement with regard to all the Company’s shares held during the 90 days that follow the Private Placement’s settlement-delivery date. These agreements may be waived by the Lead Manager and Bookrunner.
Source & Image Credit: EOS Imaging