Completion of the contribution in kind of DEINOBIOTICS’ shares to DEINOVE which now holds 100% of its subsidiary
Consequential DEINOVE’s share capital increase reserved to the contributors
DEINOVE (Alternext Paris: ALDEI), a biotech company that discovers, develops and produces high-value compounds from rare bacteria, notably from the Deinococcus genus, announces the positive outcome of the Extraordinary General Meeting that was held on January 5, 2017.
DEINOVE NOW HOLDS 100% OF ITS DEINOBIOTICS SUBSIDIARY
Following the strategic move announced on 29 September 2016 to refocus DEINOVE’s activities on the fields of health, nutrition and cosmetics, in order to develop high-value compounds, the extraordinary shareholders’ meeting approved the terms of the contribution in kind of the DEINOBIOTICS’ shares, after which DEINOVE now holds 100% of DEINOBIOTICS’ share capital. This contribution has been completed under the following conditions:
- Contribution in kind of 71.67% of DEINOBIOTICS’ shares, previously owned by several "FCPI" (venture capital trusts dedicated to innovation), by “Holding Incubatrice Chimie Verte” (Incubator holding dedicated to green chemistry) and by the managers of the Company, and valued at 3,641,588 euros (2 euros per share).
- Contribution paid by the issue of 1,001,437 new DEINOVE’s shares, valued at a unit price of 3.64 euros, corresponding to the closing price of DEINOVE’s shares on the trading day before the proposed takeover was announced, i.e. September 26, 2016. The new shares will carry immediate dividends rights and will be entirely assimilated to the existing shares. They will be admitted to trading on Alternext Paris from January 10, 2017, on the same quotation line as the existing shares (ISIN code: FR0010879056).
Following this transaction, the share capital of DEINOVE is made up of 9,862,524 common shares with a par value of 0.40 euro each. The dilution resulting from this capital increase amounts to 10.15%.
Emmanuel PETIOT, CEO of DEINOVE, stated: "Our strategic refocusing is clearly underway and now a significant portion of our resources is allocated to the antibiotic program. This full takeover of our subsidiary is reinforcing DEINOVE’s ability to generate value from DEINOBIOTICS."
Dominique LE BELLER, CEO of DEINOBIOTICS, added: "My team and I are delighted to work closer to the DEINOVE team, leading to a true synergy of competencies. This integration will allow us to speed up our projects and extend our ability to discover new molecules."
The General Meeting also approved a delegation of authority for the purpose of issuing a maximum of 345,200 warrants entitling the subscription of 345,200 shares (3.5% of DEINOVE’s share capital) for the benefit of the DEINOBIOTICS’ share contributors as well as the holders of warrants for subscription to common shares/business creator shares of DEINOBIOTICS. These warrants are exercisable only in a limited number of cases and until thirty months after their issuance.