IMPLANET Signs an Agreement With Sanyou Medical for a Proposed Capital Increase With Preferential Subscription Rights

Regulatory News:

IMPLANET (Euronext Growth: ALIMP, FR0013470168, eligible for PEA-PME plans), a medical technology company specializing in vertebral implants for orthopedic surgery and the distribution of technological medical equipment, announced the conclusion of an agreement with Sanyou Medical, its reference shareholder, concerning its participation in an capital increase for a total of €5 million to strengthen Implanet's capital and enable the commercial development of its medical devices.

Ludovic Lastennet, IMPLANET’s CEO, stated: “I am delighted to announce the signing of this agreement with Sanyou Medical, our reference shareholder, for the provision of €5 million in financing. This agreement testifies to our partner's confidence, and is in line with our commercial agreements and joint product development.”

The Company plans to raise between €5.5 million and €6.4 million over the next few months (excluding the possible exercise of a maximum 15% extension option).

This operation would take the form of a capital increase by issue with preferential subscription rights open to all shareholders at a maximum unit price of €0.13, in connection with a new authorization to be sought from shareholders in November 2023 at the close of a General Meeting convened for this purpose.

Sanyou Medical, which holds a 41.03% stake in IMPLANET’s capital, committed itself, in the context of the implementation of such a transaction, to subscribe to the capital increase in cash, on an irreducible and reducible basis, subject to (i) the agreement of Sanyou's Board of Directors, (ii) obtaining a waiver from the Autorité des Marchés Financiers (AMF) of the obligation to file a public tender offer (in accordance with provisions 234-8 and 234-9, 2° of the AMF General Regulations) in the event of a post-transaction crossing of the 50% capital threshold, and (iii) the approval of the relevant Chinese government authorities.

Depending on the level of IMPLANET shareholder participation, Sanyou Medical could be required to exceed the threshold of 50% of IMPLANET's capital and voting rights, i.e. the threshold triggering a mandatory tender offer.

In case of a subscription of €5 million by Sanyou Medical, i.e. 78% of a proposed total transaction of €6.4 million, Sanyou Medical's percentage holding would increase to 61.25%¹.

Assuming a subscription of €5 million by Sanyou Medical, i.e. 90% of a proposed total transaction of €5.5 million, Sanyou Medical's percentage holding would increase to 66.05%² of IMPLANET’s capital.