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  Press Release 4 February 2015  
 
 
 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, OR JAPAN

 

Bone Therapeutics raises EUR32.2M in a 2.5x oversubscribed successful Initial Public Offering on Euronext Brussels and Euronext Paris

IPO was priced at EUR16.00 per share, giving the Company a market capitalization of EUR104.8M

Funds will accelerate development of Bone Therapeutics’ innovative bone cell therapy products for fracture repair and prevention

 

Gosselies, Belgium, 4 February 2015 - BONE THERAPEUTICS, a leader in bone cell therapy addressing high unmet medical needs in the field of bone fracture repair and bone fracture prevention, today announces it has successfully completed its initial public offering on Euronext Brussels and Euronext Paris.

Commenting on today’s announcement, Enrico Bastianelli, CEO of Bone Therapeutics, said: "We are delighted to be joining Euronext Brussels and Paris and to be welcomed by more than 50 new high quality European institutional investors and private investors. We are extremely pleased with the enthusiasm shown for the placement as demonstrated by the 2.5x oversubscription supported by top tier institutional and healthcare specialist funds.

"The funds raised in this offering will support and accelerate the development of our advanced pipeline of innovative bone cell therapy products consolidating Bone Therapeutics’ leadership in bone cell therapy, particularly in fracture repair and fracture prevention. Bone Therapeutics is bringing a unique value proposition by developing a range of innovative cell products administrable via a minimally invasive procedure which address a market with a significant unmet medical need.
 
"We look forward to working with our investors towards bringing these exciting new therapies closer to commercialization."


The final offer price was set at EUR16.00 per share, giving the Company an initial market capitalization of EUR104.8M. Bone Therapeutics will issue 2,012,500 new shares, including the fully exercised increase option (262,500 shares). The gross proceeds for the Company amount to EUR32.2M.
 
Additionally, an overallotment option to subscribe to up to 301,875 additional shares amounting to EUR 4.8M at the final offer price has been granted to the joint bookrunners, for the sole purpose to cover over-allotments, if any. Any exercise of the over-allotment option will be announced within five banking days after such exercise.
 
Bone Therapeutics will be listed on Euronext Brussels and Euronext Paris and trading is expected to commence as of 6 February, under the ticker symbol BOTHE.
 
Bryan, Garnier & Co acted as global coordinator, and Kepler Cheuvreux and Bank Degroof as joint lead managers and joint bookrunners.


Highlights of the Offering
  • Bone Therapeutics' IPO was 2.5x oversubscribed and the final price was set at EUR16.00 per share, applying  to both retail and institutional investors.
  • The total number of shares that will be issued amounts to 2,012,500 shares, including 262,500 shares resulting from the exercise of the increase option. In addition 301,875 over-allotment shares could be issued following the exercise of the greenshoe.
  • The IPO was largely subscribed by European investors of which French (32%), British (11%), Scandinavian (5%) as well as Benelux investors (49%, of which 44% Belgian investors).
  • A large number of retail investors took part in the IPO, representing 11.3% of the total number of allocated shares.
  • Retail investors in Belgium and in France have been allocated 39.5% of their demand.
  • As a result of this IPO, Bone Therapeutics has raised EUR32.2M, of which EUR10.35M was secured ahead of the book-building.
  • The shares have been admitted to listing and trading is expected to commence as of 6 February 2015 on Euronext Brussels and Euronext Paris under the ticker symbol BOTHE.

Company Background

Bone Therapeutics, based in Gosselies, Belgium, is a biotechnology company with an advanced clinical pipeline of cell therapy products for bone fracture repair and fracture prevention (two Phase III and three Phase II).  These areas are characterized by high unmet medical needs due to the lack of efficacious and safe, minimally invasive, treatments and by limited competition, despite large markets. The current standard-of-care involves heavy surgery and long recovery periods. The Company is creating a new and unique treatment approach using differentiated bone-forming cells (osteoblasts) administered via a minimally invasive percutaneous procedure, expected to offer significant benefits over the current standard-of-care.

 
-Ends-
 
 
 
 
 

To read this press release in French or Dutch, please follow the link below:
FR - NL

 
 

 
 

For further information, please contact:

Bone Therapeutics SA

Tel: +32 (0)2 529 59 90
Enrico Bastianelli, Chief Executive Officer
Wim Goemaere, Chief Financial Officer
investorrelations@bonetherapeutics.com

For Belgium and international media enquiries:

Consilium Strategic Communications

Amber Bielecka, Mary-Jane Elliott,
Jessica Hodgson and Lindsey Neville
Tel: +44 (0) 20 3709 5708
bonetherapeutics@consilium-comms.com

For French media and investor inquiries:

NewCap Investor Relations
& Financial Communications

Pierre Laurent and Antoine Denry
Tel: + 33 (0)1 44 71 94 94
bone@newcap.fr

 
 

 
 
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About Bone Therapeutics

Bone Therapeutics is a leading biotechnology company specializing in the development of cell therapy products intended for bone fracture repair and fracture prevention. The current standard-of-care in this field involves major surgeries and long recovery periods. To overcome these problems, Bone Therapeutics is developing a range of innovative regenerative products containing osteoblastic/bone-forming cells, administrable via a minimally invasive percutaneous technique; a unique proposition in the market.
PREOB®, Bone Therapeutics’ autologous bone cell product, is currently in pivotal Phase IIb/III clinical studies for two indications: osteonecrosis and non-union fractures, and in Phase II for severe osteoporosis. ALLOB®, its allogeneic “off-the-shelf” bone cell product, is in Phase II for the treatment of delayed-union fractures and lumbar fusion for degenerative disease of the spine. The Company also runs preclinical research programs and develops novel product candidates.
Founded in 2006, Bone Therapeutics is headquartered in Gosselies (South of Brussels, Belgium). Bone Therapeutics’ regenerative products are manufactured to the highest GMP standards and are protected by a rich IP estate covering 9 patent families. Further information is available at www.bonetherapeutics.com.



A prospectus was approved by the Belgian Financial Services and Markets Authority on 20 January 2015 and has been notified to the French Autorité des Marchés Financiers on 21 January 2015 in accordance with the European passport mechanism provided for by Directive 2003/71/CE. The prospectus is available on the website of Bone Therapeutics SA (www.bonetherapeutics.com), subject to certain conditions (ie the acceptance of a disclaimer). The prospectus is available in English and in French, and a summary in Dutch has been prepared.
 
Any investment in shares involves a high degree of risk. An investor is exposed to the risk to lose all or part of his investment. Before taking a decision to invest, the prospective investors should duly read the entire prospectus. This prospectus contains a description of the offering and the risk factors. The Prospectus is available on the website of Bone Therapeutics SA (www.bonetherapeutics.com). The current document is an advertisement and not a prospectus. Any decision to purchase securities to which this document refers should be based solely on the information included in the prospectus, including its section “Risk factors”, in particular the risk factors related to Bone Therapeutics SA’s activities (see “Summary” on pages 6 – 10 and as of page 13 of the prospectus) and, more in general, the risk factors related to Bone Therapeutics SA’s shares and the offering (see “Summary” on page 10 and as of page 26 of the prospectus).
 

These materials are not for distribution, directly or indirectly, in or into the United States. These materials do not constitute or form a part of any offer or solicitation to purchase securities in the United States. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended, (the “Securities Act”) and may not be offered or sold in the United States, except pursuant to an exemption from the registration requirements of the Securities Act. There will be no public offer of securities in the United States.
 
This communication is directed only at (i) persons who are outside the United Kingdom or (ii) persons who have professional experience in matters relating to investments falling within Article 19(1) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) and (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as “relevant persons”). Any investment activity to which this communication relates will only be available to and will only be engaged in with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
 
This communication may be distributed in a member state of the European Economic Area, with the exception of Belgium and France, which applies Directive 2000/71/EC (this Directive together with any implementing measures in any member state, the “Prospectus Directive”) only to those persons who are qualified investors for the purposes of the Prospectus Directive in such member state, and such other persons as this document may be addressed on legal grounds, and no person that is not a relevant person may act or rely on this document or any of its contents.
 
This announcement and the information contained herein are not for publication, distribution or release in, or into, the United States, Canada, Australia or Japan.
 
Certain statements, beliefs and opinions in this press release are forward-looking, which reflect the Company or, as appropriate, the Company directors’ current expectations and projections about future events. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. A multitude of factors including, but not limited to, changes in demand, competition and technology, can cause actual events, performance or results to differ significantly from any anticipated development. Forward looking statements contained in this press release regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. As a result, the Company expressly disclaims any obligation or undertaking to release any update or revisions to any forward-looking statements in this press release as a result of any change in expectations or any change in events, conditions, assumptions or circumstances on which these forward-looking statements are based. Neither the Company nor its advisers or representatives nor any of its subsidiary undertakings or any such person’s officers or employees guarantees that the assumptions underlying such forward-looking statements are free from errors nor does either accept any responsibility for the future accuracy of the forward-looking statements contained in this press release or the actual occurrence of the forecasted developments. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release.
 
The date of listing on Euronext Brussels and Euronext Paris may be influenced by things such as market conditions. There is no guarantee that such listing will occur and you should not base your financial decisions on the Company’s intentions in relation to such listing at this stage. Acquiring investments to which this announcement relates may expose an investor to a significant risk of losing the entire amount invested. This announcement does not constitute a recommendation concerning the offering. The value of the shares can decrease as well as increase. Potential investors should consult a professional advisor as to the suitability of the offering for the person concerned.
 
In connection with the offering, the Joint Bookrunners will be able to, for a period of 30 days from the listing date effect transactions that stabilise or maintain the market price of the Company’s shares at levels above those that might otherwise prevail in the open market.   Such transactions, if any, may be effected on Euronext Brussels and Euronext Paris, on the over-the-counter market, or otherwise.  There is no assurance that such stabilisation will be undertaken and, if it is, it may be discontinued at any time and will, in any event, be discontinued 30 days after the listing date.  Purchases of shares to stabilise the trading price or to reduce a short position may cause the price of the shares to be higher than it might be in the absence of such purchases.  Neither the Company nor the Joint Bookrunners makes any representation or prediction as to the direction or the magnitude of any effect that the transactions described above may have on the price of the shares. The stabilisation, if any, will not occur at a price higher than the final offer price. Within five business days of the end of the stabilisation period, the information prescribed by Article 5, § 2 of the Royal Decree of 17 May 2007 on primary markets practices will be published on the website of the Company.


 

 
Bone Therapeutics S.A. • Rue Adrienne Bolland, 8 • 6041 Gosselies • Belgium (Europe) • Phone: +32 (0) 2 529 59 90 • Fax: +32 (0) 2 529 59 93 • www.bonetherapeutics.com