€8 million drawn down immediately; two additional tranches of €7 million and €5 million available in the future to be drawn down at Nicox’s discretion
Including current cash on hand and expected revenues, use of the full bond financing could extend Nicox’s cash runway beyond 2020
Sophia Antipolis, France
Nicox SA (Euronext Paris: FR0013018124, COX), an international ophthalmology company, today announced it has entered into a bond financing for up to €20 million from Kreos Capital.
Michele Garufi, Chairman and CEO of Nicox, said: “Based on the royalty stream from VYZULTA, and the expected revenue from ZERVIATE, we were able to secure a substantial, staged financing to allow us to keep executing on plan, push our lead clinical programs NCX 470 and NCX 4251 forward beyond the Phase 2 results, which are expected later this year, and potentially extend our cash runway into 2021.”
This financing of up to €20 million, structured as bonds, consist of 3 tranches. The first tranche of €8 million will be drawn down on or about February 1st , 2019, and the company has the option, but no obligation, to draw down a further maximum amount of €7 million on August 1st, 2019, and a maximum amount of €5 million on November 1st, 2019. There are no material conditions to be met in order for Nicox to draw down the additional tranches. The bond financing is senior and secured by customary pledges over certain tangible and intangible assets of Nicox and Nicox Ophthalmics, Inc.
As part of this financing, Kreos will receive 308,848 warrants for 308,848 Nicox shares, equivalent to approximately 1% of the present outstanding capital of the company.
Maurizio Petitbon, General Partner of Kreos Capital said: “We are delighted to be supporting Nicox as the Company advances the development of their ophthalmology business.”
About the Financing
|Financing structure||€20 million straight bonds with a nominal value of €1|
|Draw down||Tranche A: €8 million on February 1st, 2019|
Tranche B: €7 million on August 1st, 2019 (optional)
Tranche C: €5 million on November 1st, 2019 (optional)
|Term||4 years for each tranche|
|Repayment schedule||For each tranche, 12 months interest only payments followed by 36 months amortization in equal monthly instalments comprising principal and interest|
|Security||Security over certain assets including intellectual property rights|
|Warrants||Kreos will receive 308,848 warrants, each giving a right to acquire one share in Nicox at an exercise price of €5.99. The warrants may be exercised immediately and over a 5 year period. No specific restriction applies to the exercise of the warrants.|
A shareholder holding 1% of the capital of the Company before the issue of the warrants would hold 0.99% after the exercise of the warrants (on the basis of the number of shares composing the share capital of the Company as of December 31, 2018).
The Board of directors approved this financing on January 23, 2019. The issuance of the bonds and warrants does not require a prospectus submitted to a visa of the French AMF (“Autorité des Marchés Financiers”). Neither the bonds nor the warrants shall be listed on Euronext Paris.
The price of the ordinary shares to be issued upon exercise of the warrants is equal to the closing share price on the last trading day prior to the determination of the issue price in accordance with the terms of the 8th resolution of the extraordinary shareholder meeting of May 24, 2018 allowing the issuance of securities for the benefit of a category of beneficiaries, the preferential right of subscription of the shareholders being waived, pursuant to which the warrants are issued. The shares obtained by exercise of the warrants will be ordinary shares of Nicox listed on Euronext Paris.
About Kreos Capital
Kreos Capital is the leading provider of growth debt financing in Europe and Israel to companies with high potential. Since 1998, Kreos has completed over 500 transactions and committed over €2.0 billion in 15 different countries. Kreos is dedicated to supporting management teams and their equity investors with flexible loan structures for all stages of a growth company’s development and to addressing the needs for growth capital, working capital, acquisition financings, lower mid-market buy-outs, roll-up strategies, bank re-financings as well as pre-and post-IPO financings. The Kreos global team has extensive debt financing, management and equity investing experience, covering the pan-European market from its locations in London, Tel Aviv and Stockholm.