Press release Biocartis Group NV: Biocartis Announces

PRESS RELEASE: REGULATED INFORMATION

26 September 2022, 07:40 CEST

Biocartis Announces Launch of Amendment Process and Exchange Offer for its Existing Convertible Bonds

Mechelen, Belgium, 26 September 2022 – Biocartis Group NV (the “Company” or “Biocartis”), an progressive molecular diagnostics firm (Euronext Brussels: BCART), proclaims the launch of the modification course of and trade provide for its 4.00% convertible bonds due 2024 (the “Existing Convertible Bonds”) as a part of the great recapitalization preparations that have been introduced on 1 September 2022. This is one other vital milestone in direction of securing roughly EUR 66 million of latest cash to help the Company’s development for the foreseeable future.

As per the earlier announcement of the Company on 1 September 2022, holders of the Existing Convertible Bonds are being requested to approve sure amendments to the Existing Convertible Bonds resembling a partial equitization equal to 10% of notional quantities excellent, a maturity extension by 3.5 years to November 2027, and remaining coupons to be paid as Payment-In-Kind (by way of capitalisation of coupons) to protect money. Holders of greater than 65% of the Existing Convertible Bonds had already dedicated to vote in favour of such amendments on 1 September 2022, and the Company has obtained further help since then.

In parallel, holders of the Existing Convertible Bonds are supplied the fitting to trade into new second lien secured convertible bonds (the “New Convertible Bonds”), topic to their dedication to take part pro-rata in a totally backstopped EUR 25 million funding into further New Convertible Bonds. The New Convertible Bonds will profit from asset safety, shares safety and sure ensures, mature in November 2026, and pay a better 4.5% money coupon.

The documentation in relation to the modification course of and the trade provide has been uploaded on a devoted web site, and holders of the Existing Convertible Bonds ought to contact their brokers or the Company in the event that they haven’t obtained entry to the related documentation within the coming days. Existing holders that don’t present further funding pursuant to the New Convertible Bonds phrases won’t be permitted to trade, and their Existing Convertible Bonds will stay excellent with the amended phrases.

To absolutely impact the great recapitalisation transaction, the Company will quickly invite its shareholders, holders of subscription rights, holders of convertible bonds, administrators and statutory auditor to a unprecedented shareholders’ assembly.

— END —

More info:

Renate Degrave
Head of Corporate Communications & Investor Relations Biocartis
e-mail    [email protected]
tel         +32 15 631 729
cell   +32 471 53 60 64

About Biocartis

Biocartis (Euronext Brussels: BCART) is an progressive molecular diagnostics (MDx) firm offering subsequent era diagnostic options geared toward bettering medical follow for the good thing about sufferers, clinicians, payers and business. Biocartis’ proprietary MDx Idylla™ platform is a totally automated sample-to-result, real-time PCR (Polymerase Chain Reaction) system that gives correct, extremely dependable molecular info from nearly any organic pattern in nearly any setting. Biocartis is growing and advertising and marketing a constantly increasing check menu addressing key unmet medical wants, with a spotlight in oncology, which represents the quickest rising phase of the MDx market worldwide. Today, Biocartis presents assessments supporting melanoma, colorectal and lung most cancers, in addition to for COVID-19, flu, RSV and sepsis. More info: www.biocartis.com. Follow us on Twitter: @Biocartis_.

Biocartis and Idylla™ are registered emblems in Europe, the United States and different nations. The Biocartis and Idylla™ trademark and brand are used emblems owned by Biocartis. Please check with the product labeling for relevant supposed makes use of for every particular person Biocartis product.
This press release just isn’t for distribution, immediately or not directly, in any jurisdiction the place to take action could be illegal. Any individuals studying this press release ought to inform themselves of and observe any such restrictions. Biocartis takes no duty for any violation of any such restrictions by any particular person. This press release doesn’t represent a proposal or invitation for the sale or buy of securities in any jurisdiction. No securities of Biocartis could also be supplied or bought within the United States of America absent registration with the United States Securities and Exchange Commission or an exemption from registration beneath the U.S. Securities Act of 1933, as amended.

Forward-looking statements
Certain statements, beliefs and opinions on this press release are forward-looking, which mirror the Company’s or, as acceptable, the Company administrators’ or managements’ present expectations and projections regarding future occasions such because the Company’s outcomes of operations, monetary situation, liquidity, efficiency, prospects, development, methods and the business through which the Company operates. By their nature, forward-looking statements contain quite a lot of dangers, uncertainties, assumptions and different elements that might trigger precise outcomes or occasions to vary materially from these expressed or implied by the forward-looking statements. These dangers, uncertainties, assumptions and elements may adversely have an effect on the end result and monetary results of the plans and occasions described herein. A large number of things together with, however not restricted to, modifications in demand, competitors and know-how, may cause precise occasions, efficiency or outcomes to vary considerably from any anticipated improvement. Forward-looking statements contained on this press release concerning previous developments or actions should not ensures of future efficiency and shouldn’t be taken as a illustration that such developments or actions will proceed sooner or later. In addition, even when precise outcomes or developments are in keeping with the forward-looking statements contained on this press release, these outcomes or developments will not be indicative of outcomes or developments in future intervals. No representations and warranties are made as to the accuracy or equity of such forward-looking statements. As a consequence, the Company expressly disclaims any obligation or endeavor to release any updates or revisions to any forward-looking statements on this press release on account of any change in expectations or any change in occasions, situations, assumptions or circumstances on which these forward-looking statements are primarily based, besides if particularly required to take action by legislation or regulation. Neither the Company nor its advisers or representatives nor any of its subsidiary undertakings or any such particular person’s officers or workers ensures that the assumptions underlying such forward-looking statements are free from errors nor does both settle for any duty for the longer term accuracy of the forward-looking statements contained on this press release or the precise prevalence of the forecasted developments. You shouldn’t place undue reliance on forward-looking statements, which communicate solely as of the date of this press release.

Important info

This announcement just isn’t a prospectus for the needs of Regulation 2017/1129, as amended (along with any relevant implementing measures in any Member State of the European Economic Area, the “Prospectus Regulation”) or the Prospectus Regulation because it varieties a part of UK home legislation by advantage of the UK European Union (Withdrawal) Act 2018 and as amended by The Prospectus (Amendment and many others.) (EU Exit) Regulations 2019 (every as amended) (the “UK Prospectus Regulation”).

THIS ANNOUNCEMENT IS NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE PROHIBITED BY APPLICABLE LAW.

THIS ANNOUNCEMENT IS FOR GENERAL INFORMATION ONLY AND DOES NOT FORM PART OF ANY OFFER TO SELL OR PURCHASE, OR THE SOLICITATION OF ANY OFFER TO SELL OR PURCHASE, ANY NEW BONDS, OUTSTANDING BONDS OR OTHER SECURITIES. THE DISTRIBUTION OF THIS ANNOUNCEMENT AND THE OFFER, SALE AND PURCHASE OF THE NEW BONDS, NEW TERM LOANS OR THE OUTSTANDING BONDS DESCRIBED IN THIS ANNOUNCEMENT IN CERTAIN JURISDICTIONS MAY BE RESTRICTED BY LAW. ANY PERSONS READING THIS ANNOUNCEMENT SHOULD INFORM THEMSELVES OF AND OBSERVE ANY SUCH RESTRICTIONS.

There shall be no provide, solicitation, sale or buy or trade of the Existing Convertible Bonds or the New Convertible Bonds in any jurisdiction through which such provide, solicitation, sale, or buy could be illegal previous to registration, exemption from registration or qualification beneath the securities legal guidelines of any such jurisdiction. The securities referred to herein haven’t been and won’t be registered beneath the U.S. Securities Act of 1933, as amended occasionally (the “U.S. Securities Act”) or the securities legal guidelines of any state of the United States, and will not be supplied or bought within the United States except these securities are registered beneath the U.S. Securities Act, or an exemption from the registration necessities of the U.S. Securities Act is out there. Biocartis has not registered, and doesn’t intend to register, any portion of the providing of the securities involved within the United States, and doesn’t intend to conduct a public providing of securities within the United States. This communication is barely addressed to and directed at individuals in member states of the European Economic Area (every a “Member States”) and within the United Kingdom who’re “qualified investors” inside the which means of Article 2(e) of the Prospectus Regulation and of the UK Prospectus Regulation, respectively (“Qualified Investors”). This communication is barely being distributed to and is barely directed at (i) individuals who’re exterior the United Kingdom or (ii) funding professionals falling inside Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) excessive web value corporations, and different individuals to whom it could lawfully be communicated, falling inside Article 49(2)(a) to (d) of the Order (all such individuals collectively being known as “relevant persons”). The securities referred to herein are solely out there to, and any invitation, provide or settlement to subscribe, buy or in any other case purchase such securities might be engaged in solely with, related individuals. Any one who just isn’t a related particular person shouldn’t act or depend on this doc or any of its contents. This announcement can’t be used as a foundation for any funding settlement or choice. Biocartis just isn’t liable if the aforementioned restrictions should not complied with by any particular person.