- Global offering composed of a reserved offering for specialized
investors and a public offering for retail investors via the
PrimaryBid platform
- Issue price of new shares of €3.00 per share
- Closing of the PrimaryBid Offering on May 16, 2024 at 11pm
(CEST) and of the Reserved Offering on May 17, 2024 before market
opening, subject to early closing.
- Cash runway extended to mid-August 2024 post global
offering
- Residual financing needs over the next 12 months, post global
offering, estimated at €30 million
Regulatory News:
NOT FOR DISTRIBUTION IN THE UNITED STATES OF
AMERICA, SOUTH AFRICA, CANADA, AUSTRALIA OR JAPAN
CARMAT (FR0010907956, ALCAR), designer and developer of the
world’s most advanced total artificial heart, aiming to provide a
therapeutic alternative for people suffering from advanced
biventricular heart failure (the “Company” or
“CARMAT”), today announces the launch of a global offering
of approximately €15 million via the issuance of new shares
at a fixed price of €3.00 per share aimed at specialized
investors as defined below and retail investors (via the PrimaryBid
platform) (the "Global Offering").
Stéphane Piat, Chief Executive Officer of CARMAT, said:
“This new financing comes at a crucial time, as our sales are
beginning to grow significantly. The progress we have made both on
the commercial front, with in particular the training of new
centers which continue to refer an increasing number of patients to
us, and in the EFICAS study, which is getting pace, demonstrate the
strong demand for our therapy, interest in which is gradually
spreading within the medical community. Taken together, these
promising advances enable us to anticipate substantial sales growth
over the coming months, with estimated sales of around €14 million
for 2024. We are also delighted by the renewed support of our two
largest shareholders, which is a testimony of their great
confidence in our development trajectory, and by the opportunity
given to individual investors to participate in this Global
Offering. The commercial success of Aeson® is taking shape, and we
are moving closer to our ultimate goal which is to give a large
number of patients, access to our unique therapy, that, unlike
other mechanical circulatory support systems, is physiological, and
which has ultimately the potential to become the first destination
therapy technology in the field of advanced biventricular heart
failure.”
Reasons for the Global
Offering
Prior to the Global Offering, the Company's financial resources
allow it to finance its activities until the end of May 2024, and
based on its current business plan, the Company estimates its
financing needs over the next 12 months, at around €45 million.
The main purpose of the Global Offering is to strengthen
CARMAT's equity and finance its short-term working capital
requirements. The net proceeds of the Global Offering, should it be
100% completed, will enable CARMAT to continue its operations until
mid-August 2024, and in particular to pursue the development of its
production and sales, as well as its EFICAS clinical trial in
France.
CARMAT anticipates that the Global Offering will only partially
finance the Company's needs over the next 12 months, with
additional post-Global Offering financial requirements expected to
be around €30 million; and that it will therefore have to secure
additional fundings from the second half of 2024.
Recent Progress
Since the start of 2024, CARMAT has been implanting Aeson® at a
rate of around 3 implants per month.
Sales momentum is particularly strong in the EFICAS study
conducted in France, with 9 implants in the first 4 months of 2024,
in line with the target of around 30 implants in 2024. By the end
of April, 20 implants had already been performed since the start of
the study, which is now being carried out in 10 centers in France,
with interim clinical results exceeding the Company's
expectations1, confirming the study is on track for completion in
the 1st half of 2025.
On the commercial front, 6 new hospitals have already been
trained in 2024, bringing to 39 the number of centers ready to
perform Aeson® implants in 14 different countries, in line with the
target of around 50 centers trained by the end of the year. To
date, 12 of these 39 centers have already performed at least one
commercial implant of Aeson® and 25 have already referred patients
for possible implants, confirming the strong interest shown by the
medical community in the therapy.
In addition to the three countries already commercially active
(Germany, Italy and Poland), 5 others are now fully activated and
ready for implants (Switzerland, Austria, Slovenia, Greece and
Israel). CARMAT also anticipates activating several other European
countries in 2024, either through direct sales or through
distributors with whom distribution contracts have already been
signed or are in the process of being signed.
Based on these encouraging indicators, the Company anticipates
substantial gradual sales growth over the year, and sales of around
€14 million by 2024.
Terms of the Global
Offering
The Global Offering will be carried out via two distinct but
concomitant transactions:
- an offering via the issuance of new shares with waiver of
preferential subscription rights to the benefit of French or
foreign individuals, companies or investment funds investing on a
regular basis, or having invested more than €2 million during the
36 months preceding the issue in question, in the life sciences or
technology sector (in accordance with the 6th resolution of the
Company's Extraordinary General Meeting of January 5, 2024 (the
“EGM”), pursuant to Article L. 225-138 of the French
Commercial Code (the “Reserved Offering”); and
- a public offering in France of new shares aimed at retail
investors via the PrimaryBid platform, which will be carried out
according to an allocation proportional to demand within the limit
of the amount allocated to this public offer, with a reduction in
allocations in the event of excess demand where applicable,
pursuant to Article L. 225-136 of the French Commercial Code (in
accordance with the 2nd resolution of the EGM) (the “PrimaryBid
Offering”).
The amount of the Global Offering will depend exclusively on the
orders received for each of the above-mentioned components without
the possibility of reallocating the sums allocated from one to the
other. It is specified that the PrimaryBid Offering to retail
investors is ancillary to the Reserved Offering and will be capped
at the lower of (i) €8 million (excluding but including issue
premium) and (ii) 20% of the amount of the Global Offering. In any
event, the PrimaryBid Offering will not be carried out if the
capital increase under the Reserved Offering does not occur.
The price per share of the Reserved Offering will be €3.00
(representing a discount of 26.5% on CARMAT's closing price on May
15, 2024, i.e. €4.08, and a discount of 28.7% on CARMAT's average
volume-weighted average prices over the 5 trading days preceding
the determination of the issue price, i.e. €4.21). The subscription
price of the new shares under the PrimaryBid Offering will be equal
to the price of the new shares offered in the Reserved
Offering.
The definitive number of shares to be issued will be decided by
the Company's Chief Executive Officer, under and within the scope
of the sub-delegations of authority granted by the Company's Board
of Directors on the date of this press release, it being specified
that the maximum number of new shares that may be issued in
connection with the Global Offering is 20,858,530 new shares, in
accordance with the resolutions of the EGM. The definitive number
of shares to be issued will be the subject of a subsequent press
release.
The accelerated book-building process for the Reserved Offering
will begin immediately and should close before the market opens
tomorrow, subject to any early closing. The PrimaryBid Offering
will begin immediately and is expected to close at 11pm (Paris
time) today, subject to any early closing. The Company will
announce the results of the Global Offering as soon as possible
after the close of the order book, via a press release.
The Reserved Offering will be available, within the categories
of investors defined above, (i) to institutional investors in
France and outside France, with the exception of the United States,
South Africa, Canada, Australia and Japan, and (ii) to certain
institutional investors in the United States within the framework
of a private placement by the Company, and, in each case, within
the categories of investors specifically provided for in the 6th
resolution mentioned above.
Current shareholders Lohas SARL (family office of Mr. Pierre
Bastid2) and Santé Holdings SRL (family office of Dr. Antonino
Ligresti), holding respectively 11.4% and 9.9% of the share
capital, have undertaken to subscribe for an amount of €4 million
each, in the Reserved Offering.
The subscription commitments received by the Company, as
detailed above, thus represent a total amount of €8 million.
Settlement-Delivery of the new shares and their admission to
trading on the Euronext Growth® Paris multilateral trading facility
are expected to occur on May 22, 2024. The new shares will be of
the same class and fungible with the existing shares, will carry
all rights attached to the shares, and will be admitted to trading
on the Euronext Growth® Paris multilateral trading facility under
the same ISIN code FR0010907956.
Bank Degroof Petercam SA/NV and Invest Securities are acting as
global coordinators, lead managers and joint bookrunners in
connection with the Reserved Offering (together, the “Placement
Agents”). The Reserved Offering has been the subject of a
placement agreement entered into today between the Company and the
Placement Agents.
As part of the PrimaryBid Offering, investors may only be able
to subscribe via the PrimaryBid partners listed on the PrimaryBid
website (www.PrimaryBid.fr). The PrimaryBid Offering is the subject
of an engagement letter entered into between the Company and
PrimaryBid and is not subject to a placement agreement. For further
details, please visit the PrimaryBid website at
www.PrimaryBid.fr.
The Global Offering is not subject to a prospectus requiring an
approval from the French Financial Market Authority (Autorité des
Marchés Financiers) (the “AMF”)3.
The public's attention is drawn to the risk factors associated
with the Company and its activity, described in chapter 2 of the
Universal Registration Document 2023 filed with the AMF on April
30, 2024 under number D.24-0374, available free of charge on the
Company's website (www.carmatsa.com) and the AMF website
(www.amf-france.org). The occurrence of any or all of these risks
could have a negative impact on the Company's activity, financial
situation, results of operations, development or outlook.
Additionally, investors are invited to consider the risks
specific to the Global Offering: (i) the market price of the
Company's shares could fluctuate and fall below the subscription
price of the shares issued in connection with the Global Offering,
(ii) the volatility and liquidity of the Company's shares could
fluctuate significantly, (iii) divestments of the Company's shares
could occur on the market and have an unfavorable impact on the
Company's share price, (iv) the Company's shareholders could suffer
potentially significant dilution as a result of any future capital
increases made necessary by the Company's search for financing, as
well as of the forthcoming equitization4 of the loan contracted by
CARMAT with the European Investment Bank (the “EIB”), (v) as
the securities are not intended to be listed on a regulated market,
investors will not benefit from the guarantees associated with
regulated markets.
As part of the Global Offering, the Company has signed a lock-up
commitment that comes into effect on the date of signature of the
placement agreement entered into between the Company and the
Placement Agents today, and expiring on June 30, 2024, subject to
customary exceptions and to the issuance by the Company of
securities giving access to its capital in connection with the
implementation of the forthcoming “equitization” of the loan
granted by the EIB.
No lock-up commitment has been requested from the Company's
existing shareholders or from investors who have committed to
subscribe to the Reserved Offering.
This press release does not constitute a prospectus within the
meaning of Regulation (EU) 2017/1129 of the European Parliament and
of the Council of June 14, 2017, as amended, nor an offer to the
public.
***
About CARMAT
CARMAT is a French MedTech that designs, manufactures and
markets the Aeson® artificial heart. The Company’s ambition is to
make Aeson® the first alternative to a heart transplant, and thus
provide a therapeutic solution to people suffering from end-stage
biventricular heart failure, who are facing a well-known shortfall
in available human grafts. The world’s first physiological
artificial heart that is highly hemocompatible, pulsatile and
self-regulated, Aeson® could save, every year, the lives of
thousands of patients waiting for a heart transplant. The device
offers patients quality of life and mobility thanks to its
ergonomic and portable external power supply system that is
continuously connected to the implanted prosthesis. Aeson® is
commercially available as a bridge to transplant in the European
Union and other countries that recognize CE marking. Aeson® is also
currently being assessed within the framework of an Early
Feasibility Study (EFS) in the United States. Founded in 2008,
CARMAT is based in the Paris region, with its head offices located
in Vélizy-Villacoublay and its production site in Bois-d’Arcy. The
Company can rely on the talent and expertise of a multidisciplinary
team of circa 200 highly specialized people. CARMAT is listed on
the Euronext Growth market in Paris (Ticker: ALCAR / ISIN code:
FR0010907956).
For more information, please go to www.carmatsa.com and follow
us on LinkedIn.
Disclaimer
This press release does not constitute an offer to sell nor a
solicitation of an offer to buy, nor shall there be any sale of
shares in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
The distribution of this document may, in certain jurisdictions,
be restricted by local legislations. Persons into whose possession
this document comes are required to inform themselves about and to
observe any such potential local restrictions.
This press release is an advertisement and not a prospectus
within the meaning of Regulation (EU) 2017/1129 of the European
Parliament and of the Council of 14 June 2017 (as amended, the
“Prospectus Regulation”). Any decision to purchase shares must be
made solely on the basis of publicly available information on the
Company.
In France, the offer of Carmat shares described below will be
made in the context of (i) two capital increases reserved to one or
more specified categories of beneficiaries, pursuant to article L.
225-138 of the French commercial code and applicable regulatory
provisions and (ii) a public offering in France primarily intended
to retail investors through the PrimaryBid platform. Pursuant to
article 211-3 of the General regulations of the French financial
markets authority (Autorité des marchés financiers) (the “AMF”) and
articles 1(4) and 3 of the Prospectus Regulation, the offer of
Carmat shares will not require the publication of a prospectus
approved by the AMF.
With respect to Member States of the European Economic Area, no
action has been taken or will be taken to permit a public offering
of the securities referred to in this press release requiring the
publication of a prospectus in any Member State. Therefore, such
securities may not be and shall not be offered in any Member State
other than in accordance with the exemptions of Article 1(4) of
Prospectus Regulation or, otherwise, in cases not requiring the
publication of a prospectus under Article 3 of the Prospectus
Regulation and/or the applicable regulations in such Member
State.
This press release and the information it contains are being
distributed to and are only intended for persons who are (x)
outside the United Kingdom or (y) in the United Kingdom and are (i)
investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended (the “Order”), (ii) high net worth entities and
other such persons falling within Article 49(2)(a) to (d) of the
Order (“high net worth companies”, “unincorporated associations”,
etc.) or (iii) other persons to whom an invitation or inducement to
participate in investment activity (within the meaning of Section
21 of the Financial Services and Market Act 2000) may otherwise
lawfully be communicated or caused to be communicated (all such
persons in (y)(i), (y)(ii) and (y)(iii) together being referred to
as “Relevant Persons”). Any invitation, offer or agreement to
subscribe, purchase or otherwise acquire securities to which this
press release relates will only be engaged with Relevant Persons.
Any person who is not a Relevant Person should not act or rely on
this press release or any of its contents.
This press release may not be distributed, directly or
indirectly, in or into the United States. This press release and
the information contained therein does not, and will not,
constitute an offer of securities for sale, nor the solicitation of
an offer to purchase, securities in the United States or any other
jurisdiction where restrictions may apply. Securities may not be
offered or sold in the United States absent registration or an
exemption from registration under the U.S. Securities Act of 1933,
as amended (the “Securities Act”). The securities of Carmat have
not been and will not be registered under the Securities Act, and
Carmat does not intend to conduct a public offering in the United
States.
MIFID II Product Governance/Target Market: solely for the
purposes of the requirements of article 9.8 of the EU Delegated
Directive 2017/593 relating to the product approval process, the
target market assessment in respect of the shares of Carmat has led
to the conclusion in relation to the type of clients criteria only
that: (i) the type of clients to whom the shares are targeted is
eligible counterparties and professional clients and retail
clients, each as defined in Directive 2014/65/EU, as amended
(“MiFID II”); and (ii) all channels for distribution of the shares
of Carmat to eligible counterparties and professional clients and
retail clients are appropriate. Any person subsequently offering,
selling or recommending the shares of Carmat (a “distributor”)
should take into consideration the type of clients assessment;
however, a distributor subject to MiFID II is responsible for
undertaking its own target market assessment in respect of the
shares of Carmat and determining appropriate distribution
channels.
The distribution of this press release may be subject to legal
or regulatory restrictions in certain jurisdictions. Any person who
comes into possession of this press release must inform him or
herself of and comply with any such restrictions.
Any decision to subscribe for or purchase the shares or other
securities of Carmat must be made solely based on information
publicly available about Carmat. Such information is not the
responsibility of Bank Degroof Petercam SA/NV and Invest Securities
and has not been independently verified by Bank Degroof Petercam
SA/NV and Invest Securities.
_________________________________ 1 For further details, please
refer to the press release dated May 6, 2024. 2 Mr. Pierre Bastid's
subscription to the Global Offering will not be made via Lohas
SARL, which he controls and which is already a CARMAT shareholder,
but via Les Bastidons, of which he is the sole shareholder. 3 The
amount of the PrimaryBid Offering will be lower than €8 million. 4
For further details on this equitization, please refer to the press
release published by the Company on March 22, 2024 and to section
3.1.7 of CARMAT's 2023 Universal Registration Document.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240516052047/en/
CARMAT Stéphane Piat Chief Executive Officer
Pascale d’Arbonneau Chief Financial Officer Tel.: +33 1
39 45 64 50 contact@carmatsas.com
Alize RP Press Relations
Caroline Carmagnol Tel.: +33 6 64 18 99 59
carmat@alizerp.com
NewCap Financial Communication & Investor
Relations
Dusan Oresansky Jérémy Digel Tel.: +33 1 44 71 94
92 carmat@newcap.eu
Carmat (EU:ALCAR)
Historical Stock Chart
From Dec 2024 to Jan 2025
Carmat (EU:ALCAR)
Historical Stock Chart
From Jan 2024 to Jan 2025
