PARIS, November 19, 2024--(BUSINESS WIRE)--Regulatory News:
Ikonisys SA (Euronext Growth Paris: ALIKO), a company specializing in the early and accurate detection of cancers through a unique, fully automated solution for medical analysis laboratories (the "Issuer"), today announces that it has completed a capital increase of €200k, by way of a private placement.
This operation is part of the ongoing series of recent capital increases aimed at strengthening the Company's financial stability and diversifying its shareholder structure. The net proceeds from the issuance, amounting to €200k, will contribute to financing the working capital.
Legal terms of the Capital Increase
The implementation of this capital increase, carried out with cancellation of shareholders' subscription rights through a private placement, was approved by the Board of Directors of the Issuer at its meeting held on November 12, 2024 (the "CapitalIncrease").
The new shares will be issued on the basis of the 16th resolution of the Issuer's shareholders' meeting held on September 30, 2024. The settlement-delivery of the new shares will take place on November 19, 2024.
The Capital Increase did not require the approval of a notice ("prospectus") by the Autorité des marchés financiers (the "AMF").
Main terms of the Capital Increase
The Issuer has issued a total of 130,720 new ordinary shares, with a par value of €0.5 each, to the investor, pursuant to article L. 411-2 1° of the French Monetary and Financial Code, in accordance with the 16th resolution passed by its Annual General Meeting on September 30, 2024.
The issuance price of the new shares issued under the Capital Increase, equal to €1.53 per share, represents a premium of approximately 3% on the Ikonisys share price at the close of November 18, 2024.
Impact of the transaction in terms of liquidity risk management and financing horizon
As of December 31, 2023, and as mentioned in the annual financial report published on July 8, 2024, the Issuer's consolidated cash position amounted to €9.4k.
In order to strengthen its financial resources, Ikonisys completed a capital increase of €1m on January 2, 2024 and more recently four capital increases for a total cumulative sum of €1m in June, July, August and October 2024.
Taking into account these elements, the Capital Increase completed and the previously secured financing facility, the Company considers that it is now in a position to meet its financing needs for more than 12 months.
Impact of the Capital Increase on a shareholder holding 1% of the capital
On the basis of the 11,130,765 shares outstanding, the impact on the shareholding of a shareholder holding 1% of the Issuer's capital prior to the transaction is as follows:
On a non-diluted
basis
On a diluted
basis1
Before completion of the Capital Increase
1.00%
0.82%
After issuance of the 130,720 shares resulting from the Capital Increase
0.99%
0.81%
1 Dilution takes into account the exercise of all outstanding dilutive instruments likely to result in the issuance of a maximum indicative number of 2,397,043 new shares (including the issuance of 2,000,000 for the closing of Hospitex International’s acquisition).
Capital breakdown before and after completion of the Capital Increase
Before the Capital Increase:
Shareholder
Number of shares
% of share capital
%of voting rights
Cambria Co-Investment Fund
5,268,989
47.34%
54.64%
Cambria Equity Partners
1,974,049
17.74%
21.15%
MC Consulting*
351,464
3.16%
4.05%
Free float
3,536,263
31.77%
20.16%
Total
11,130,765
100%
100%
*Holding company of the CEO, Mario Crovetto
After the Capital Increase:
Shareholder
Number of shares
% of share capital
%of voting rights
Cambria Co-Investment Fund
5,268,989
46.79%
54.23%
Cambria Equity Partners
1,974,049
17.53%
20.99%
MC Consulting*
351,464
3.12%
4.02%
Free float
3,666,983
32.56%
20.76%
Total
11,261,485
100%
100%
*Holding company of the CEO, Mario Crovetto
Risk factors related to the Issuer
Detailed information about the Issuer, including its business, financial information, results, outlook and related risk factors, is contained in the 2023 annual financial report for the financial year ended December 31, 2023, published on July 8, 2024. This document, together with other regulated information and all the Issuer's press releases, is available on the Issuer's website (www.ikonisys-finance.com).
About Ikonisys
Ikonisys SA is a cell-based diagnostics company based in Paris (France), New Haven (Connecticut, USA) and Milan (Italy) specialized in the early and accurate detection of cancer. The company develops, produces and markets the proprietary Ikoniscope20® and Ikoniscope20max® platforms, fully-automated solutions designed to deliver accurate and reliable detection and analysis of rare and very rare cells. Ikonisys has received FDA clearance for several automated diagnostic applications, which are also marketed in Europe under CE certification. Through its breakthrough fluorescence microscopy platform, the company continues to develop a stream of new tests, including liquid biopsy tests based on Circulating Tumor Cells (CTC).
This press release contains forward-looking statements about the Company's prospects and development. These statements are sometimes identified by the use of the future tense, the conditional tense and forward-looking words such as "believe", "aim to", "expect", "intend", "estimate", "believe", "should", "could", "would" or "will" or, where appropriate, the negative of these terms or any other similar variants or expressions. This information is not historical data and should not be construed as a guarantee that the facts and data set forth will occur. This information is based on data, assumptions and estimates considered reasonable by the Company. It is subject to change or modification due to uncertainties relating to the economic, financial, competitive and regulatory environment. This information contains data relating to the Company's intentions, estimates and objectives concerning, in particular, the market, strategy, growth, results, financial situation and cash flow of the Company. The forward-looking information contained in this press release is made only as of the date of this press release. The Company does not undertake to update any forward-looking information contained in this press release, except as required by applicable law or regulation. The Company operates in a competitive and rapidly changing environment and therefore cannot anticipate all of the risks, uncertainties or other factors that may affect its business, their potential impact on its business or the extent to which the materialization of any one risk or combination of risks could cause results to differ materially from those expressed in any forward-looking information, it being recalled that none of this forward-looking information constitutes a guarantee of actual results.
