Regulatory News:
SpineGuard (Paris:ALSGD)(FR0011464452 – ALSGD), an
innovative company that deploys its DSG® (Dynamic Surgical
Guidance) sensing technology to secure and streamline the placement
of bone implants, provides today an update following the initiation
of “safeguard” proceedings in France (article L 620-1 of the French
“code of commerce”) and concomitant commencement of a voluntary
Chapter 11 case for its US subsidiary both announced on February
14, 2020.
Pierre Jérôme, co-founder, Chairman and CEO of SpineGuard,
said: “We are already working on the elaboration of a safeguard
plan and are confident that it will enable the amendment of our
debt. In parallel, we are pursuing the deployment of our DSG
technology and the set-up of strategic partnerships on a sound
basis while taking the necessary measures to cope with the
propagation of the COVID-19 virus and its consequences on our
activities.”
Information on the safeguard proceedings
SpineGuard’s Board of directors and management deem that the
safeguard proceedings will allow for negotiation of the repayment
of its debt and thus decrease its burden on the company.
This protection, effective both in France and in the United
States, grants the company the possibility to focus more
effectively on its activities, its customers and to conduct
successfully its strategy centered on its DSG technology deployment
through industry partnerships.
The safeguard proceeding in France is now in the so-called
“observation” phase awarded by the French Court of commerce. The
observation phase lasts 6 months and can be extended by the Court.
Its main purpose is to prepare a safeguard plan enabling the
amendment of the company’s debt. At the end of this observation
phase, the French Court of commerce will review the safeguard plan,
hopefully validate it and enforce its execution according to a
defined schedule.
In the Unites States, the chapter 11 case filed by SpineGuard,
Inc., the Boulder, Colorado based subsidiary, is also in its
initial phase. The company will present a preliminary Chapter 11
plan on May 1st 2020 to the US Court of commerce.
The same plan will be proposed by SpineGuard in France and in
the USA. Both the parent and the subsidiary company wish to
negotiate a consensual and coordinated amendment of the debt in
these parallel proceedings.
Now assisted by Maître Thevenot, the trustee designated by the
French Court of commerce, SpineGuard is in discussions with its
main creditors to amend the venture debt and FEI Innovation loan
and more generally propose a safeguard plan. By January 31 2020,
the outstanding capital amount was €3.8M vs. €4.5M at the venture
debt initiation and €0.9M vs. €1.5M for the FEI Innovation loan. Of
note, the safeguard process freezes all capabilities to exercise
existing warranties and pledges.
The ongoing safeguard proceedings do not exclude an agreement
that could shorten the process.
Pending the execution of the safeguard plan, the payment of
invoices received prior to the initiation of the safeguard
proceedings is frozen.
The non-audited financial liabilities as of January 31, 2020 are
as follows:
Long term financial
liabilities:
€5.2M
Of which Norgine Harbert:
€3.8M
Of which BPI:
€0.9M
Other operating liabilities (vendors,
tax, benefits, …):
€1.1M
Of which frozen by the safeguard
process1:
€0.2M
Cash and cash at end:
€1.4M
Net financial liabilities:
€4.9M
The company will communicate later on the resumption of its
stock trading (Ticker: ALSGD and ISIN: FR0011464452).
2020 perspectives
The collaboration with our industry partner Adin Dental/
ConfiDent on the dental application will intensify in 2020 with the
co-development of a next generation DSG embedded product, fruit of
the feedback on the first generation tested in 2019.
The search for strategic alliances with industry players notably
for the robotic application continues with the venture bank
Healthios Capital Markets.
Lastly, the DSG Connect platform should soon be CE Marked
cleared and the FDA filing is progressing. This strategic
high-value innovation is already used experimentally by the company
to guide surgical robots. It will be deployed to the full PediGuard
range and Smart Screw products. The company believes that it will
bring a renewed sales momentum in particular in Europe and the USA,
but also in other high potential geographies such as Brazil, Saudi
Arabia and Turkey. Of course, the pace will highly depend on the
containment of the COVID-19 outbreak and the resuming of a normal
activity in the hospitals. For now, in a growing number of
countries, most of the electives surgeries are being postponed to
prepare for and focus on COVID-19 patients.
About SpineGuard®
Founded in 2009 in France and the USA by Pierre Jérôme and
Stéphane Bette, SpineGuard is an innovative company deploying its
proprietary radiation-free real time sensing technology DSG®
(Dynamic Surgical Guidance) to secure and streamline the placement
of implants in the skeleton. SpineGuard designs, develops and
markets medical devices that have been used in over 75,000 surgical
procedures worldwide. Fifteen studies published in peer-reviewed
scientific journals have demonstrated the multiple benefits DSG®
offers to patients, surgeons, surgical staff and hospitals.
Building on these solid fundamentals and several strategic
partnerships, SpineGuard has expanded its technology platform in a
disruptive innovation: the « smart » pedicle screw launched late
2017 and is broadening the scope of applications in dental
implantology and surgical robotics. DSG® was co-invented by Maurice
Bourlion, Ph.D., Ciaran Bolger, M.D., Ph.D., and Alain Vanquaethem,
Biomedical Engineer.
For further information, visit www.spineguard.com.
Disclaimer
The SpineGuard securities may not be offered or sold in the
United States as they have not been and will not be registered
under the Securities Act or any United States state securities
laws, and SpineGuard does not intend to make a public offer of its
securities in the United States. This is an announcement and not a
prospectus, and the information contained herein does and shall not
constitute an offer to sell or the solicitation of an offer to buy,
nor shall there be any sale of the securities referred to herein in
the United States in which such offer, solicitation or sale would
be unlawful prior to registration or exemption from
registration.
_________________________ 1 Under evaluation by the judicial
representative
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version on businesswire.com: https://www.businesswire.com/news/home/20200324005066/en/
SpineGuard Pierre Jérôme CEO & Chairman Tel.: +33 1
45 18 45 19 p.jerome@spineguard.com
SpineGuard Manuel Lanfossi CFO Tél.: +33 1 45 18 45 19
m.lanfossi@spineguard.com
NewCap Investor Relations & Financial Communication
Mathilde Bohin / Pierre Laurent Tel.: +33 1 44 71 94 94
spineguard@newcap.eu
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