Offering Prospectus-France:Â GENFIT SUCCESSFULLY RAISES EUR 33.9Â MILLION IN PRIVATE PLACEMENT
Lille (France), Cambridge (Massachusetts, United States), October 6, 2016Â – GENFIT (Euronext: GNFT – ISIN: FR0004163111), a biopharmaceutical company at the forefront of developing therapeutic and diagnostic solutions in metabolic and inflammatory diseases, that notably affect the liver or the gastrointestinal system (the “Company“), announces today that it has raised EUR 33.9Â million in gross proceeds through a private placement (the “Private Placement“). The Company has placed 1,695,000Â new ordinary shares at a price of EURÂ 20.00 per share. The offering represents 6.4Â % of the pre-transaction share capital.
This Private Placement is the first step of a c. EUR 75-80 million fundraising which is intended to provide the Company with additional means of funding its strategy, and more specifically, to:
- continue the development of the Phase III clinical program for Elafibranor in NASH, in particular, through the RESOLVE-IT pivotal study;
- continue the development of the related biomarkers program;
- initiate the pediatric study of Elafibranor in NASH;
- commence clinical development of Elafibranor in PBC;
- progress its other proprietary research programs and in particular, programs targeting fibrosis ; and
- prepare market access for Elafibranor in NASH by reinforcing different teams within the Company.
The second step of this global fundraising will be implemented through a rights issue of c. EUR 45 million (the « Rights Issue »). It will be launched shortly, depending on market conditions. Investors in the Private Placement will be allowed to participate to the Rights Issue.
If all of the Company’s programs are implemented at the pace currently expected by the Company, the proceeds of the global fundraising, together with its cash on hand, should allow the Company to finance its development until late 2018-early 2019, when the first results of the RESOLVE-IT trial should be available. The Company has the flexibility, depending on the proceeds raised in the Rights Issue, to slow down the development of certain of its programs to meet this timeframe, while keeping the development of Elafibranor in NASH and of the associated biomarkers as a priority.
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Jean-François Mouney, Chairman & CEO of GENFIT, commented:
“We are very pleased with the success of the private placement and the confidence shown by specialized investors in GENFIT’s prospects.
On the heels of this success, we are delighted to be able to offer our shareholders, through the Rights Issue, the opportunity to participate on preferential terms in this new and important stage in the Company’s development.”
The Private Placement was carried out without shareholders’ preferential subscription rights, pursuant to Article L. 225-136 of the French Commercial Code and the nineteenth resolution of the Shareholders General Meeting of the Company dated June 21, 2016, to (i) industrial or commercial companies in the pharmaceutical / biotechnology sector, and (ii) to French or foreign investment funds investing in the pharmaceutical / biotechnology sector.
The new ordinary shares issued in the Private Placement will be fully fungible with GENFIT’s existing shares. Application will be made to list the new ordinary shares on the regulated market of Euronext in Paris on the same line as GENFIT’s existing shares (ISIN Code FR0004163111). The settlement and delivery of the new shares is expected to take place on or about October 11, 2016. The listing prospectus for the new shares, comprising the 2015 Reference Document (Document de RĂ©fĂ©rence) of the Company registered with the French AutoritĂ© des MarchĂ©s Financiers (“AMF“) on June 29, 2016 under number R.16-062, the Update to 2015 Reference Document filed with the AMF on October 5, 2016, and a Securities Note (Note d’opĂ©ration), including a summary of the prospectus, will be submitted to the visa application with the AMF. The attention of the public is drawn to the risk factors, presented in the listing prospectus.
In connection with the Private Placement, the Company has entered into a lock-up agreement (subject to certain customary exemptions, including the Rights Issue) for a period ending the later of 90 days following the settlement and delivery of the Private Placement or, as the case may be, of the Rights Issue.
The terms and conditions of the Rights Issue will be described in a separate prospectus that will be submitted to the AMF for approval.
About GENFIT:
GENFIT is a biopharmaceutical company focused on the discovery and development of drug candidates in areas of high unmet medical needs corresponding to a lack of suitable treatment and an increasing number of patients worldwide. GENFIT’s R&D efforts are focused on bringing new medicines to market for patients with metabolic, inflammatory, autoimmune and fibrotic diseases, that affect the liver (such as NASH – Nonalcoholic steatohepatitis) and more generally the gastro-intestinal arena. GENFIT’s approach combines novel treatments and biomarkers. Its lead proprietary compound, Elafibranor, is currently in a Phase 3 study. With facilities in Lille and Paris, France, and Cambridge, MA (USA), the Company has approximately 110 employees. GENFIT is a public company listed in compartment B of Euronext’s regulated market in Paris (Euronext: GNFT – ISIN: FR0004163111). www.genfit.com
Offering Prospectus-France:Â GENFIT SUCCESSFULLY RAISES EUR 33.9Â MILLION IN PRIVATE PLACEMENT