Amsterdam, The Netherlands - 12 June 2018
Esperite N.V. (Euronext: ESP, "Esperite" or the "Group") announces today the issuance to European Select Growth Opportunities Fund (the "Investor" or "ESGO") of the 19th Tranche under the financing agreement signed on March 8, 2017 (the "Existing Issuance Agreement"), consisting of an amount of EUR 500,000 through a private placement of 50 convertible notes with a principal amount of EUR 10,000 each (the "Notes"), with 669,642 share subscription warrants attached (the "Warrants"). The Notes and the Warrants have the same characteristics as described in the Group's press release dated 8 March 2017. Prior to the issuance of the 19th Tranche, EUR 6,350,000 of convertible notes out of the total commitment of EUR 9 million under the Existing Issuance Agreement have been issued to the Investor and EUR 247,500 share subscription warrants have been exercised by the Investor.
Esperite further announces that ESGO, a fund based in Australia has, subject to final documentation, agreed to provide up to an additional EUR 5 million of convertible notes, with share subscription warrants attached representing up to EUR 2.25 million of proceeds in case of exercise (the "New External Financing").
The New External Financing would come in addition to the up to EUR 9 million of convertible notes, with share subscription warrants attached representing up to EUR 4.05 million of proceeds in case of exercise, provided by ESGO under Existing Issuance Agreement.
The commercial terms of the New External Financing that the Investor has committed are identical to those of the Existing Issuance Agreement, provided that the convertible notes will be issued in tranches of EUR 250,000 to EUR 300,000 each. Esperite and ESGO have agreed to enter into discussions in order to sign definitive documentation regarding the New External Financing as soon as possible. Esperite will disclose the outcome of these discussions to the market as soon as possible. The New External Financing remains subject to approval of Esperite's general meeting. At the next general meeting, Esperite's Board of Directors will inter alia present the details of the New External Financing and ask the shareholders for their approval.
About ESPERITE
ESPERITE group, listed at Euronext Amsterdam and Paris, is a leading international company in regenerative and precision medicine founded in 2000.
To learn more about the ESPERITE Group, or to book an interview with CEO Frédéric Amar: +31 575 548 998 - ir@esperite.com or visit the websites at www.esperite.com, www.genoma.com and www.cryo-save.com.
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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.
