- Investment led by Abingworth, a
renowned life sciences investor
- Leading healthcare-focused investors
including New Enterprise Associates (NEA) and Omega Funds, as well
as other MEDIAN Technologies’ investors are participating in this
private placement
- This financing will allow MEDIAN
Technologies to accelerate implementation of its global growth
plans and further enhance customer offerings
Regulatory News:
Not for publication or distribution in the
United States, Canada, Australia or Japan
MEDIAN Technologies (ALMDT.PA), a leading medical imaging
solutions provider, today announces that it has obtained
commitments from seven foreign institutional investors led by
Abingworth, to subscribe to the new financing. Four of the
participants in the transaction are existing shareholders in the
Company. The financing amounts to approximately €19.8 million in a
private placement with institutional investors from the sale of
1,650,000 shares of its common stock at a price of €12.00 per
share, with a share premium of €11.95.
On July 2nd, 2015, MEDIAN Technologies’ Board used the
authorization granted by the Extraordinary Shareholders’ Meeting
dated 18 June 2015 allowing the Board of Directors to issue shares
of the Company without preferential rights in the context of
offering referred to in Article L. 411-2, II of the French
financial and monetary Code (resolution n°20). The capital increase
is expected to be completed on or before, and in any event no later
than July 15th, 2015.
The newly issued shares will be added to the 8,256,671 MEDIAN
Technologies’ currently outstanding shares, and will represent
19.97% of the share capital of MEDIAN Technologies, reflecting a
dilution of 16.65% for the existing shareholders.
MEDIAN Technologies has entered into a Subscription Agreement
with each of the investors. MEDIAN Technologies has undertaken this
capital increase and the capital increase completed on
29 September 2014 in anticipation of the possible listing of
the MEDIAN Technologies’ shares on the New York Stock Exchange or
Nasdaq or alternatively the transfer of the listing of the shares
to Euronext Paris. In this context, the Registration Rights
Agreement concluded in 2014 with the previous investors has been
amended and restated, in particular to include investors from both
the 2014 and 2015 private placements. This amended and restated
agreement has substantially the same provisions as the Registration
Right Agreement signed in 2014.
In light of the role of Abingworth as lead investor, the members
of the Board of Directors have undertaken to appoint a
representative of Abingworth as member of the Board. In addition,
each member of the Board of Directors and shareholders holding a
majority of the Company’s shares have entered into a Voting
Agreement to vote in favor of the election of Abingworth’s nominee
at the next General Shareholders’ Meeting of the Company. This
agreement will be effective for as long as Abingworth owns 5% of
the share capital of MEDIAN Technologies. Subject to applicable
laws and regulations, the members of the Board of Directors and
these shareholders have also committed to use their best efforts to
offer Abingworth the opportunity to participate pro rata in future
reserved equity offerings of the Company until 2 July 2017, and to
participate in a registered initial public offering of all or part
of the Company’s Shares in the United States.
Closing of this transaction is subject to successful completion
of payments and delivery of the shares.
Trading of MEDIAN Technologies shares has been suspended until
final completion of the share capital increase.
“We are delighted to be investing in this innovative French
company,” said Dr Stephen Bunting, Managing Partner at Abingworth.
“Image analysis, particularly in oncology, is an increasingly
important area of medicine. MEDIAN Technologies’ approach will make
a major contribution to patient treatment as well as to the
development of novel therapies.”
“Since our last capital increase on 29 September 2014, we are
experiencing a very strong acceleration of our commercial
development internationally. Our offer aimed at major global
pharmaceutical companies is also attracting a growing number of
biotechnology companies. This capital increase demonstrates the
strong confidence of prestigious funds, such as Abingworth, NEA and
Omega Funds in MEDIAN Technologies’ growth potential for the coming
years. Our international development will be, first from the
extension of our current offer, focused on oncology to other
therapeutic areas and second from targeting biotechnology
companies, which represent an extraordinary opportunity for MEDIAN
Technologies," said Fredrik Brag, CEO of MEDIAN Technologies. "We
are also very proud to have attracted the interest and trust of
other major funds, including Longwood Capital Partners, Polar
Capital and HBM Healthcare AG which have decided to become new
shareholders of MEDIAN Technologies."
Cowen and Company partly served as placement agent to the
Company
The original version of this press release is the French
version. This version is a translation and should in no way be
considered official. The original French version shall prevail over
this translation in English. The translation must always be
construed according to the original version in French.
About Abingworth: Abingworth is an international
investment group dedicated exclusively to the life sciences and
healthcare sector. Founded in 1973, Abingworth has a lengthy track
record of backing market leading companies. Abingworth has a
specialist team of 28 professionals with a broad range of skill
sets and access to an extensive network of industry contacts.
Abingworth has funds under management of over $1.25 billion and
offices in London, Menlo Park (California) and Boston.
About MEDIAN Technologies: MEDIAN Technologies develops
medical imaging software and services dedicated to oncology
clinical trials, cancer screening, and clinical practice. MEDIAN
Technologies standardizes and automates the interpretation of
medical images in oncology to optimize the diagnosis of cancer
patients and the assessment of their response to therapy. MEDIAN
serves two primary markets: drug development and patient care.
MEDIAN has a strategic partnership with the world’s largest CRO
(Contract Research Organization) to offer integrated imaging
services for clinical trials to biopharma sponsors worldwide, and a
strategic partnership with Canon to develop new imaging
technologies, and to address the patient care market.
Founded in 2002, MEDIAN Technologies is based in
Sophia-Antipolis, France, and has a US subsidiary in Boston. MEDIAN
has a global reach and actively works with clinical sites located
in Asia, Europe, North and South America, and Australia.
MEDIAN has received the label "Innovative company" by the BPI
and is listed on Euronext Paris' Alternext market (ISIN:
FR0011049824, ticker: ALMDT). The company is eligible for the PEA
PME SME equity savings plan setup. For more information on MEDIAN,
please visit: www.mediantechnologies.com
“We are committed to the improvement of
cancer patient outcomes through innovation in medical imaging and
quality execution for better screening, diagnosis, and monitoring
of patients.”
Disclaimer
This press release is for information purposes only. According
to article 211-3 of the AMF’s General Regulation, this capital
increase through a private placement has not given and will not
give rise to a prospectus approved by the AMF.
This press release does not constitute and may not be considered
as a public offer, a subscription offer or a solicitation of public
interest for a public offering of financial securities nor does it
constitute an offer to sell or the solicitation of a subscription
for, or any offer to buy, any securities in France, the United
States or any other jurisdiction. The distribution of this press
release in certain countries may constitute a breach of applicable
laws and MEDIAN Technologies has not authorized the distribution of
this press release in any such country. The securities may not be
offered or sold in the United States absent registration of such
offer and sale under the U.S. securities act of 1933, as amended or
an exemption from such registration
This press release contains certain forward-looking statements
concerning MEDIAN Technologies, the capital increase described
herein, certain related undertakings and MEDIAN Technologies’
business and can be identified by the use of forward looking
terminology, including the terms “undertake”, “develops”, “subject
to”, “will”, or other variations or comparable terminology, or by
discussions of strategy, plans, objectives, goals, future events or
intentions. Such forward-looking statements are based on
assumptions that MEDIAN Technologies considers to be reasonable.
However, these forward looking statements are subject to numerous
risks including the risks set forth in MEDIAN Technologies’ annual
report for the year ending 2014 (a copy of which is available on
www.mediantechnologies.com) and to the development of economic
conditions, financial markets and the markets in which MEDIAN
Technologies operates. The occurrence of all or part of such risks
could cause actual results, financial conditions, performance or
achievements of MEDIAN Technologies to be materially different from
such forward-looking statements. MEDIAN Technologies specifically
disclaims any obligation or responsibility to update or amend any
of the information above except as otherwise required by law.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20150702005769/en/
MEDIAN TechnologiesFredrik Brag, CEO, +33 4 92 90 65
82fredrik.brag@mediantechnologies.comorPressALIZE
RPCaroline Carmagnol, + 33 1 44 54 36
66median@alizerp.comorInvestorsACTIFINGhislaine
Gasparetto, + 33 1 56 88 11 11ggasparetto@actifin.fr
Median Technologies (EU:ALMDT)
Historical Stock Chart
From Mar 2024 to Apr 2024
Median Technologies (EU:ALMDT)
Historical Stock Chart
From Apr 2023 to Apr 2024