PAION AG / Corporate Action
10.05.2010 16:09
Dissemination of a Corporate News, transmitted by
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PAION AG ENTERS INTO AN EQUITY FACILITY AGREEMENT FOR EUR 15 MILLION
- Equity facility for EUR 15 million gives PAION the right to issue new
shares out of the existing authorised capital during a 3 year period
- Facility strengthens PAION's financial situation and extends the cash
reach
Aachen (Germany), 10 May 2010 - The biopharmaceutical company PAION AG
(ISIN DE000A0B65S3; Frankfurt Stock Exchange, Prime Standard: PA8) has
entered into an equity facility agreement for EUR 15 million with Commerce
Court Small Cap Value Fund Ltd. (CCSCVF) managed by Acqua Capital
Management Inc., Toronto, Canada. This share facility has a term of 36
months and gives PAION the right to issue new shares out of the existing
authorised capital in multiple tranches to CCSCVF against a cash
contribution. PAION intends to use this facility in the first instance to
strengthen its cash position and extend its cash reach.
CCSCVF has committed to buy these shares at a price calculated based on a
daily volume weighted average share price over a five day period (Pricing
Period) less a discount of 5%. CCSCVF guarantees a minimum investment
amount per tranche within a range from EUR 150,000 to EUR 1,300,000
dependent on the share price (within a range from EUR 1.00 to and exceeding
EUR 8.00). Both parties can agree on higher amounts per tranche.
Furthermore, PAION has the right to determine for every tranche a floor
price below which PAION is not obliged to issue shares. After the end of
the Pricing Period, PAION will announce on its website the number of
subscribed shares as well as the achieved placement price.
CCSCVF has agreed that during the term of and for a period of 90 days after
the termination of the Agreement, neither CCSCVF nor any of its affiliates
will, directly or indirectly, sell, or enter into a short position with
respect to any of PAION's shares except the shares that it owns or has the
right to purchase pursuant to the provisions of a draw down notice.
Currently PAION is able to use up to 2,460,291 shares out of its authorized
capital for this financing. This facility in the first instance will
strengthen PAION's cash position and extend its cash reach. PAION intends
to use the cash inflows from this agreement to fund research and
development activities, the acquisition (direct or licence) of new
development candidates as well as to cover administration expenses.
'The equity facility enables PAION to strengthen its financial situation
resulting in a significant extension of the cash reach. Based on today's
market conditions, a partial use already will ensure that PAION is funded
until mid 2012 not including expected milestone payments', commented
Bernhard Hofer, PAION's CFO. 'The flexibility of the facility is an
essential advantage giving us the right to request funds on demand to reach
our strategic goals.'
Isser Elishis, CIO of Acqua Capital, noted: 'Our investment approach places
emphasis on capitalising on upcoming catalysts to optimise our portfolio of
investments. We are excited to be involved with a high-growth company,
such as PAION AG, with exciting short to long term prospects.'
Excellion Advisors LLP ('Excellion Capital'), London, is acting as
placement agent for Acqua Capital in connection with the entry into the
equity facility.
Conference Call
PAION will host a public conference call (conducted in English) on Tuesday,
11 May 2010 at 2 p.m. CET (1 p.m. GMT, 8 a.m. ET) to present the financial
results of the first quarter of 2010. The company will also provide further
detail on the equity facility.
To access the call, participants from Germany may dial +49-69-201744210,
from the UK +44-20-71539154 and from the US +1-877-4230830 (other
countries: please choose from D/UK/US numbers). The participant PIN code is
408998, followed by the hash key (#). To allow for smooth processing we
suggest that you dial in ten minutes before the beginning of the call.
The conference call will be supplemented by a webcast presentation which
can be accessed during the call under the following link:
https://www.anywhereconference.com. In the field 'Web Login' please enter
107325670 and in the field 'PIN Code' 408998. After entering your name in
the specified field please click on 'Go'.
The dial-in details for the conference call and the webcast link will also
be available on our website http://www.paion.com.
The conference call will be recorded. Details on how to access the replay
will be posted on the same web page after the call.
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About PAION
PAION is a biopharmaceutical company headquartered in Aachen, Germany and
with a second site in Cambridge, UK.
The company is focusing on the clinical development of drug candidates for
diseases or interventions for which there is a substantial unmet medical
need. PAION has a 'Search & Develop' business model, which is based on its
core expertise in drug development. Where appropriate, particularly during
the late stages of the clinical development, PAION seeks to collaborate
with experienced partners.
About CCSCVF /Acqua
Since inception in January 2000, Acqua Capital Management has become a
leading direct investor in high-growth small- and mid-cap companies in
Global Markets. Commerce Court Small Cap Value Fund Ltd. (CCSCVF) is a
mandate within the Acqua Capital Management portfolio of funds focused on
targeting investment opportunities among small-cap private and publicly
traded companies in global markets.
About Excellion Capital
Excellion Capital is a corporate finance advisory firm specialising in
mergers & acquisitions as well as in equity and debt capital raisings for
corporates. Excellion Capital serves a diverse set of clients with a focus
on German-speaking Europe, the UK and selectively, Emerging Europe.
Contact
Ralf Penner
Director Investor Relations & Public Relations
PAION AG
Martinstrasse 10-12
52062 Aachen - Germany
Phone: +49 241 4453-152
E-mail: r.penner@paion.com
www.paion.com
Disclaimer:
This release contains certain forward-looking statements concerning the
future business of PAION AG. These forward-looking statements contained
herein are based on the current expectations, estimates and projections of
PAION AG's management as of the date of this release. They are subject to a
number of assumptions and involve known and unknown risks, uncertainties
and other factors. Should actual conditions differ from the Company's
assumptions, actual results and actions may differ materially from any
future results and developments expressed or implied by such
forward-looking statements. Considering the risks, uncertainties and other
factors involved, recipients should not rely unreasonably upon these
forward-looking statements. PAION AG has no obligation to periodically
update any such forward-looking statements to reflect future events or
developments.
10.05.2010 16:09 Ad hoc announcement, Financial News and Media Release distributed by DGAP. Medienarchiv at |[![CDATA[|[a href="http://www.dgap-medientreff.de"|]www.dgap-medientreff.de|[/a|]]]|] and |[![CDATA[|[a href="http://www.dgap.de"|]www.dgap.de|[/a|]]]|]
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Language: English
Company: PAION AG
Martinstr. 10-12
52062 Aachen
Deutschland
Phone: +49 (0)241-4453-0
Fax: +49 (0)241-4453-100
E-mail: info@paion.com
Internet: www.paion.com
ISIN: DE000A0B65S3
WKN: A0B65S
Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin, Düsseldorf, München, Hamburg, Stuttgart
End of News DGAP News-Service
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DGAP-News: PAION AG ENTERS INTO AN EQUITY FACILITY AGREEMENT FOR EUR 15 MILLION
| Source: EQS Group AG