Brief: Bone Therapeutics To Acquire Medsenic And Become BioSenic

Biosenic SA

10/08/2022 06:59

Aug 10 (Reuters) - Bone Therapeutics  BOTHE.BR :
    * TO ACQUIRE MAJORITY PARTICIPATION IN MEDSENIC
    * ACQUISITION WILL RESULT IN BUSINESS COMBINATION OF BONE
THERAPEUTICS AND MEDSENIC TO CREATE BIOSENIC, A SPECIALITY
BIOPHARMA COMPANY
    * 51% OF MEDSENIC SHARES (VALUED AT CA EUR 40 MILLION) TO BE
CONTRIBUTED AT A SUBSCRIPTION PRICE PER SHARE OF EUR 0.45
    * EACH EXISTING SHARE TO BE ENTITLED TO SUBSCRIBE TO ONE
ADDITIONAL SHARE AT EUR 0.45 IN CASE OF SUCCESSFUL ALLOB INTERIM
RESULTS BONE THERAPEUTICS TO ACQUIRE THE REMAINING OUTSTANDING
CAPITAL OF MEDSENIC WITHIN 36 MONTHS
    * MEDSENIC SHAREHOLDERS HAVE AGREED THAT BONE THERAPEUTICS
SHARES
TO BE ISSUED TO THEM IN CONTRIBUTION WILL BE SUBJECT TO INITIAL
LOCK-UP OF NINE MONTHS AS FROM DATE OF ESM
    * IF CUSTOMARY CONDITIONS PRECEDENT ARE MET, BONE
THERAPEUTICS
WOULD MAINTAIN STATUS AS BELGIAN LISTED COMPANY
    * AT ESM, BONE THERAPEUTICS SHAREHOLDERS WILL BE ASKED TO
APPROVE
NAME CHANGE OF COMPANY INTO ‘BIOSENIC’ AND APPOINTMENT OF NEW
BOARD OF DIRECTORS
    * FOLLOWING COMPLETION OF BUSINESS COMBINATION, IT IS
ANTICIPATED
THAT EXECUTIVE LEADERSHIP TEAM CONSISTS OF FRANÇOIS RIEGER
(CEO), VÉRONIQUE POMI-SHNEITER (COO), AND ANNE LESELBAUM (CHIEF
MEDICAL OFFICER)
    * COMBINED GROUP IS EXPECTED TO HAVE A PROFORMA CASH
POSITION OF
AT LEAST EUR 5 MILLION AT CLOSING
    * PLANS TO RAISE FUNDS IN FORM OF PRIVATE PLACEMENT OF NEW
SHARES
AT END 2022 TO FINANCE THE COMBINED ACTIVITIES OF MEDSENIC AND
THE COMPANY
    * WILL MAKE USE OF EXISTING EUR 5 MILLION CONVERTIBLE
FACILITY
OBTAINED VIA ABO TO FINANCE CONVERTIBLE LOAN GRANTED TO MEDSENIC
FOR OF UP TO EUR 2 MILLION 

        
 Source text for Eikon:  urn:newsml:reuters.com:*:nGNE3lMPBz
 Further company coverage:  BOTHE.BR  

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