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Fundraisings and IPOs

Date: 2013-02-15

Type of information: Private placement

Company: Neovacs (France)

Investors:

Amount: €6.3 million

Funding type: private placement

Planned used:

The proceeds of this capital increase will be used to finance the pursuit of clinical development of Neovacs’ main products and in particular the launch of a Phase IIb clinical trial in theumatoid arthritis.

Others:

* On February 15, 2013, Neovacs, a biotech company focused on the development of active immunotherapies to treat autoimmune and inflammatory diseases, announces the launch of a capital increase of €6,265,746 (on the basis of 1.80€ per new share), with preemptive subscription rights for existing shareholders. 
Given the encouraging results obtained in clinical studies in three separate indications, Neovacs’ Board and management has decided to advance clinical development in order to obtain rapidly proof-of-concept for the TNF-Kinoid. The funds raised will also allow Neovacs to make progress in the pharmaceutical development of our two products (TNF-Kinoid and IFN?-Kinoid). 
Neovacs has recently announced several updates on its achievements and short term development goals: 
- rheumatoid arthritis: phase IIa clinical results of the TNF-K-003 study in patients resistant to anti-TNF treatments were published on January 5, 2012. Follow-up results at Month 6 bolstered these results and showed an improvement in disease symptoms in patients with Kinoid-induced antibodies
- Crohn’s disease: Final results of the Phase II clinical study presented in November 2012 confirmed that the TNF-Kinoid is immunogenic, well tolerated, and showed an association between antibodies induced by active immunization and clinical remission.
- Lupus: Very encouraging results in the Phase I/II of the clinical trial continue to receive significant attention from the scientific community and were just recently published in the journal Arthritis & Rheumatism (February 2013). The safety record of IFN?-Kinoid is excellent, as confirmed by 2 years of patient follow-up since the study. 
Based on these promising results and the need to optimize limited resources on the other hand, Neovacs has decided to focus in the short term on achieving proof-of-concept with the TNF-Kinoid in RA. The immediate goal of the rights issue is to accelerate Neovacs’ strategic development goals, by initiating in the very short term a phase IIb/III study of TNF-Kinoid in rheumatoid arthritis. The pharmaceutical development of TNF-Kinoid in Crohn’s Disease and IFN?-Kinoid will continue to a lesser extent.

The share capital increase will be carried out with preemptive rights (“DPS” in French) via the issuance of 3,480,970 new shares at a price of €1.80 per new share, representing gross proceeds of €6,265,746. The number of new shares may be increased to a maximum of 4,003,115 new shares, representing maximum gross proceeds of €7,205,607. Current shareholders are being given the option to subscribe, on a preemptive basis, for 2 new shares for every 9 existing shares held as of February 15, 2013. Accordingly 9 preemptive rights will give right to subscribe for 2 new shares at the price of €1.80 per share («à titre irreductible»);
On the basis of the closing price of Neovcas’ shares on February 11, 2013 (€3.00) the theoretical value of each Right is €0.22. The subscription price represents a 40% discount to the closing price of the Company’s shares on February 11, 2013 and a 35.25% discount to the theoretical ex-rights price.
In addition, shareholders may apply to subscribe for new shares in excess of their Rights (\"Excess Shares\"). Applications for such Excess Shares will be satisfied to the extent that shareholders do not subscribe for their Rights. If the aggregate of Excess Shares applied for exceeds the number of Rights Issue Shares not subscribed for, individual Excess Share applications will be scaled back pro rata to the aggregate number of Excess Shares available for issue (« à titre réductible »).
The offer will be open to the public only in France.
The subscription period for the new shares will run from February 19, 2013 to the close of trading on March 1st 2013. During this period, the Rights will be listed and traded on the regulated market of NYSE Euronext in Paris under ISIN code FR0011408756. Rights not exercised before the end of the subscription period, i.e., the close of business on March 1st, 2013 will be void.
The settlement of the new shares is expected to occur on March 15, 2013. The listing of new shares on Alternext is expected on March 18 2013. The new shares will rank pari passu in all respects with existing shares and will be traded under the same ISIN code FR0004032746.
- Tax regime
This capital increase is eligible for an income/wealth tax credit pursuant to the TEPA le

Therapeutic area: Autoimmune diseases – Inflammatory diseases - Rheumatic diseases

Is general: Yes