Global
Bioenergies successfully
completes a fundraising
for a total
amount of €14.5
million
Evry, 14
December 2021: Global
Bioenergies (the “Company”) is today
announcing the successful completion of its capital
increase for a total amount of
€14.5M,
without preferential subscription rights for
shareholders in favor
of institutional investors
for €13.5M and
of retail investors via
the PrimaryBid
platform for €1M (the
“Offering”).
Samuel Dubruque, Chief Financial Officer, said:
“We now have €21.2M cash in hands, which gives us visibility beyond
the first semester of 2023. This transaction brings us renowned
investors, French and European, convinced of the interest of the
path in which we are engaged. We are pleased to have been able to
involve retail investors in this offering, which are becoming
increasingly numerous among the Company’s shareholders, and whose
participation exceeded expectations. We thank all of the Company’s
shareholders who support Global Bioenergies’ purpose through their
trust and commitment.”
As a reminder, the purpose of the Offering is to
provide the Company with the means to:
- continue the
commercial development, finish the construction, start the
industrial production and finance the working capital requirements
of the Pomacle-Bazancourt unit: production of biosourced
isododecane intended for the niche make-up market (for
approximately 50% of the funds raised by the Offering);
- conduct the
engineering work and roll out the projected plant, which in 2024
will produce at the scale of 1,000 tons to supply the larger
skincare and haircare markets (for approximately 25% of the funds
raised by the Offering);
- pursue R&D
efforts aimed at reducing the operating cost of the process for a
use in commodity and sustainable aviation fuel applications within
five years, and diversify commercial opportunities (for
approximately 25% of the funds raised by the Offering).
The Offering was implemented pursuant to the 9th
and 11th resolutions of the General Meeting of 18 June 2021, at a
price of 4.13€ per share, representing a discount of 19.8% to the
volume-weighted average of the share price over the three trading
days prior to its setting and to the closing price on 13 December
2021.
The Offering, in a total amount of 14.5M€, share
premium included, was carried out by the issue, without
preferential subscription rights, of 3,510,000 new ordinary shares
representing 30.9% of the Company’s existing share capital prior to
the Offering, as part of:
- an issue reserved for the Company’s
commercial or industrial partners and/or private equity funds
investing in the biotechnology, green energy, cosmetics or retail
sectors, in the amount (including the share premium) of €13.5M
through the issue of 3,267,870 new shares (the “Issue
Reserved for a Category of Persons”); and
-
a public offering to retail investors via the PrimaryBid platform,
in the amount (including the share premium) of €1M through the
issue of 242,130 new shares. The offering via PrimaryBid is the
second of its kind in France (the “PrimaryBid
Offering”).
The shareholders that undertook to subscribe as
part of the Offering, notably including the L’Oréal group, through
its BOLD (Business Opportunities for L’Oréal Development) private
equity fund, and the Cristal Union group, via its Cristal
Financière holding company, were satisfied in line with their
demand. These two shareholders accounted for 13.3% and 1% of the
Offering respectively.
The settlement-delivery and admission to trading
of the new shares on Euronext Growth will take place on 16 December
2021.
The new shares will be assimilated with the
existing shares on the Euronext Growth market under the ISIN code
FR0011052257 – ALGBE, and will carry immediate dividend rights.
These new shares will represent 30.9% of the
Company’s share capital before the Offering and 23.6% of the
Company’s share capital after the Offering.
After the settlement-delivery of the Offering,
the Company’s share capital, in the amount of 743,284.65€, will be
composed of 14,865,693 shares.
Prior to the completion of the Offering, the
Company’s shareholding structure was as follows:
Shareholders |
Number of shares and voting rights (non-diluted basis) |
% capital and voting rights (non-diluted basis) |
Theoretical number of shares and voting rights (diluted
basis)[4] |
% capital and voting rights (diluted basis) |
BOLD Business Opportunities for L’Oréal Development |
1 505 376 |
13,3% |
1 505 376 |
11,1% |
Marc DELCOURT[1] |
363 505 |
3,2% |
464 748 |
3,4% |
Treasury shares |
31 372 |
0,3% |
31 372 |
0,2% |
Free float |
9 455 440 |
83,3% |
11 533 987 |
85,2% |
TOTAL |
11 355 693 |
100,0% |
13 535 483 |
100,0% |
[1] Shares held directly and indirectly via
Schmilblick Ventures, of which he is the sole shareholder.
Following the completion of the Offering, the
Company’s shareholding structure will be as follows:
Shareholders |
Number of shares and voting rights (non-diluted basis) |
% capital and voting rights (non-diluted basis) |
Theoretical number of shares and voting rights (diluted
basis)[4] |
% capital and voting rights (diluted basis) |
BOLD Business Opportunities for L’Oréal Development |
1 972 206 |
13,3% |
1 972 206 |
11,6% |
Marc DELCOURT[1] |
363 505 |
2,4% |
464 748 |
2,7% |
Treasury shares |
31 372 |
0,2% |
31 372 |
0,2% |
Free float |
12 498 610 |
84,1% |
14 577 157 |
85,5% |
TOTAL |
14 865 693 |
100,0% |
17 045 483 |
100,0% |
[1] Shares held directly and indirectly via
Schmilblick Ventures, of which he is the sole shareholder.
Financial intermediaries
TP ICAP Midcap acted as sole Lead Manager and
Bookrunner.
Within the framework of the PrimaryBid Offering,
investors were only able to subscribe for the Offering via the
PrimaryBid partners mentioned on the PrimaryBid website
(https://primarybid.fr/).
Prospectus
Pursuant to the provisions of Article 211-3 of
the General Regulation of the Autorité des Marchés Financiers (AMF)
and Articles 1.4 and 3 of Regulation (EU) 2017/1129 of the European
Parliament and of the Council of 14 June 2017, the Offering did not
give rise to a prospectus approved by the AMF.
About GLOBAL BIOENERGIES
Global Bioenergies has developed a process to
convert plant-derived resources into a family of compounds used in
the cosmetics industry as well as the energy and materials sectors.
In 2021, the Group entered the market with the launch of LAST®, its
own make-up brand with formulas based on a key ingredient produced
via its technology. The Company is constantly seeking to enhance
the performance of its process while gradually ramping up
production capacities in order to supply ingredients to major
cosmetics manufacturers, thereby promoting naturalness in the
industry whilst improving its carbon footprint. Some of these
compounds can also be used to produce renewable plastics, rubbers
and paints. Lastly, Global Bioenergies is also aiming to
reduce CO2 emissions in the aviation sector and thereby curb global
warming. Global Bioenergies is listed on Euronext Growth Paris
(FR0011052257 – ALGBE).
Receive information about Global
Bioenergies directly by subscribing to our
news feed on
www.global-bioenergies.com
Follow us on Twitter:
@GlobalBioenergi
Contact
GLOBAL BIOENERGIESPauline BayecHead of Investor
Relations & Corporate CommunicationTel.: +33 (0)1 64 98 20
50Email: invest@global-bioenergies.com
Disclaimer
This press release, and the information
contained herein, do not constitute an offer to sell or subscribe,
or the solicitation of an order to buy or subscribe, for the shares
of the Company in any country.
Pursuant to the provisions of Article 211-3 of
the General Regulation of the Autorité des Marchés Financiers (the
“AMF”), and Articles 1.4 and 3 of Regulation (EU)
2017/1129 of the European Parliament and of the Council of 14 June
2017 (the “Prospectus Regulation”), the Offering
will not give rise to a prospectus approved by the AMF.
The distribution of this press release may be
subject to specific regulations in some countries. Consequently,
persons physically present in those countries and in which the
press release is circulated, published or distributed must inform
themselves of and comply with those laws and regulations.
This press release constitutes a promotional
communication and not a prospectus within the meaning of the
Prospectus Regulation.
This press release does not constitute an offer
to sell securities or any solicitation of an offer to buy or
subscribe for securities in the United States of America. The
shares or any other securities of the Company may only be offered
or sold in the United States of America following a registration
under the U.S. Securities Act of 1933 (the “Securities
Act”), as amended, or pursuant to an exemption from such
registration requirement. The Offering may exceptionally be aimed
at a limited number (i) of qualified institutional buyers in the
United States of America (“qualified institutional
buyers” or “QIB”) within the meaning of
Rule 144A (“Rule 144A”) under the U.S. Securities Act of 1933, as
amended and/or (ii) institutional accredited investors
(“institutional accredited investors” or
“IAI”) within the meaning of Rule 501 (a) (1),
(2), (3), (7), (8), (12) or (13) of Regulation D of the
Securities Act pursuant to an exemption from registration in
accordance with Section 4(a)(2) of the Securities Act, notably
within the framework of the Issue Reserved for a Category of
Persons, subject to entering into the categories determined in
accordance with Article L. 225-138 of the French Commercial
Code (Code de commerce). The shares of the Company will only be
offered or sold outside the United States of America and in the
framework of offshore transactions in accordance with
Regulation S of the Securities Act. The Company does not
intend to register the Offering in whole or in part in the United
States of America or to make a public offering in the United States
of America.
With respect to Member States of the European
Economic Area, no action has been or will be taken to permit a
public offering of the securities covered by this press release
requiring the publication by the Company of a prospectus in a
Member State other than France. Accordingly, the shares of the
Company may not be offered and will not be offered in any Member
State other than France, except in cases not requiring the
publication by the Company of a prospectus under the Prospectus
Regulation and/or the regulations applicable in that Member
State.
As regards the United Kingdom, the press release
is intended solely for persons who (i) are investment professionals
within the meaning of Section 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (as currently in
force, hereinafter the “Financial Promotion
Order”), (ii) are referred to in Section 49(2) (a) to (d)
(“high net worth companies, unincorporated associations etc.”) of
the Financial Promotion Order, (iii) are outside the United
Kingdom, or (iv) are persons to whom an invitation or inducement to
engage in investment activities (within the meaning of Section 21
of the Financial Promotion Order) in connection with the issue or
sale of any securities may lawfully be communicated, directly or
indirectly (all such persons together being referred to as the
“Authorised Persons”). This press release is
intended for Authorised Persons only and may not be used by any
person other than an Authorised Person.
This press release must not be published,
distributed or circulated, directly or indirectly, in the United
States of America, Canada, Australia or Japan.
This press release contains information on the
objectives of the Company as well as forward-looking statements.
This information is not historical data and should not be
interpreted as a guarantee that the stated facts and data will
materialise. This information is based on data, assumptions and
estimates considered reasonable by the Company. The Company cannot
anticipate all the risks, uncertainties or other factors that may
affect its business, their potential impact on its business or to
what extent the materialisation of any risk or combination of risks
could have results significantly different from those mentioned in
any forward-looking statement. This information is given only as of
the date of this press release. The Company makes no commitment to
issue updates of this information or the assumptions on which it is
based, except as may be required by any legal or regulatory
obligation.
Lastly, this press release may be issued in
French and in English. In the event of differences between the two
texts, the French version shall prevail.
- Global Bioenergies successfully completes a fundraising for a
total amount of €14.5 million
Global Bioenergies (EU:ALGBE)
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