Hyloris Pharmaceuticals announces the end of the stabilisation period and the partial exercise of the Over-allotment Option in connection with its initial public offering

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Press Release
Regulated Information

Hyloris Pharmaceuticals announces the end of the stabilisation period and the partial exercise of the Over-allotment Option in connection with its initial public offering

Liège (Belgium), 31 July 2020, 8:40 (CEST) – regulated information – Today, Hyloris Pharmaceuticals SA NV ("Hyloris" or the "Company"), announces the end of the stabilisation period in the framework of its initial public offering of new shares with the admission of all of its shares to trading on the regulated market of Euronext Brussels under the symbol "HYL" (the "Offering").

Within the framework of the Offering, KBC Securities NV/SA ("KBC Securities"), acting on behalf of the Underwriters (as defined below), was appointed by the Company as stabilisation manager (the "Stabilisation Manager"), and was granted (and subscribed for) an over-allotment option (in the form of a warrant) to subscribe for 862,500 additional new shares at the final offering price of EUR 10.75 per share in order to cover any over-allotments or short positions in relation to the Offering (the "Over-allotment Option"). The Over-allotment Option was exercisable for a period of 30 calendar days following the first day on which the shares were admitted to trading on the regulated market of Euronext Brussels (i.e., 29 June 2020).

The Over-allotment Option was partially exercised by the Stabilisation Manager, on behalf of the Underwriters, and 240,000 additional new shares have been issued on 31 July 2020, so that the Company raised an additional EUR 2.58 million in gross proceeds in the context of the Offering.

As a result, the total number of new shares issued by the Company in the context of the Offering amounts to 5,990,000 new shares, and the total gross proceeds raised in the context of the Offering amounts to EUR 64.39 million.

Following the partial exercise of the Over-allotment Option, the Company has currently 25,832,632 outstanding shares.

The stabilisation period commenced on 29 June 2020 and ended on 29 July 2020.

For an overview of the dilution resulting from the Offering, reference is made to Section 11 "Significant Shareholders" of the Prospectus prepared by the Company in connection with the Offering and available on the Company's website (www.hyloris.com).

In accordance with Article 6(3) of the Commission Delegated Regulation (EU) 2016/1052 and Article 5, §2 of the Royal Decree of 17 May 2007, KBC Securities, as Stabilisation Manager, undertook stabilisation (within the meaning of Article 3.2(d) of the Market Abuse Regulation (EU 596/2014)) of the following securities within the framework of the Offering:

Stabilisation transactions⁽¹⁾:

Note

(1)  All data contained in the table above have been provided by the Stabilisation Manager.

During the stabilisation period (29 June 2020 through 29 July 2020), the stabilisation was carried out with respect to a total of 622,500 shares. For more information on the stabilisation transactions that were carried out in the period of 29 June 2020 until 16 July 2020, reference is made to the announcements that were published during the stabilisation period on 7 and 16 July 2020. For more information on the stabilisation transactions that were carried out in the period of 17 July 2020 until 29 July 2020, reference is made to the annex to this announcement.

Underwriters involved in the Offering

KBC Securities NV/SA and Van Lanschot Kempen Wealth Management N.V. acted as Joint Global Coordinators and Joint Bookrunners in the Offering (together, the "Underwriters").

-Ends-

For more information, please contact:

Hyloris Pharmaceuticals
Stijn Van Rompay, CEO
+32 (0)4 346 02 07
contact@hyloris.com
Consilium Strategic Communications
Amber Fennell, Chris Welsh, Lucy Featherstone, Taiana De Ruyck Soares
+44 20 3709 5700
hyloris@consilium-comms.com  

Note to Editors

About Hyloris Pharmaceuticals SA
Based in Liège, Belgium, Hyloris is an early-stage innovative specialty pharmaceutical company focused on adding value to the healthcare system by reformulating well-known pharmaceuticals. Hyloris develops proprietary products it believes offer significant advantages compared to currently available alternatives, with the aim to address the underserved medical needs of patients, hospitals, physicians, payors and other stakeholders in the healthcare system. Hyloris’ portfolio spans three areas of focus: IV Cardiovascular, Other Reformulations and Established Market (high-barrier generics). Hyloris currently has two early commercial-stage products, Sotalol IV for the treatment of atrial fibrillation, commercialized through its partner AltaThera, and Maxigesic® IV, a non-opioid analgesic product for the treatment of pain, developed with the Company’s partner, AFT Pharmaceuticals. Additionally, Hyloris has 12 product candidates in various stages of development across the Company’s wider portfolio. Read more at www.hyloris.com. Hyloris stands for “high yield, lower risk” and relates to the 505(b)(2) regulatory pathway for product approval on which the Issuer focuses, but in no way relates or applies to an investment in the Shares.

Important Information

The material set forth herein is for informational purposes only and does not constitute an offer of securities for sale or a solicitation of any offer to buy securities in the United States, Australia, Canada, Switzerland, Israel, Japan or South Africa or any other jurisdiction in which such an offer or solicitation is unlawful. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state in the United States, and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state laws. No public offering of securities has been or will be made in the United States. Subject to certain exceptions, the securities referred to herein may not be offered or sold in Australia, Canada, Switzerland, Israel, Japan or South Africa, or for the account or benefit of, any national, resident or citizen of Australia, Canada, Switzerland, Japan or South Africa. Copies of this material are not being, and should not be, distributed or sent, directly or indirectly, into the United States, Australia, Canada, Switzerland, Israel, Japan or South Africa.

This information does not contain a solicitation for money, securities or other consideration and, if sent in response to the information contained herein, will not be accepted. This announcement contains statements which are "forward-looking statements" or could be considered as such. These forward-looking statements can be identified by the use of forward-looking terminology, including the words 'believe', 'estimate', 'anticipate', 'expect', 'intend', 'may', 'will', 'plan', 'continue', 'ongoing', 'possible', 'predict', 'plans', 'target', 'seek', 'would' or 'should', and contain statements made by the Company regarding the intended results of its strategy. By their nature, forward-looking statements involve risks and uncertainties and readers are warned that none of these forward-looking statements offers any guarantee of future performance. The Company's actual results may differ materially from those predicted by the forward-looking statements. The Company makes no undertaking whatsoever to publish updates or adjustments to these forward-looking statements, unless required to do so by law.

Any purchase of, subscription for or application for, Shares in the Company to be issued in connection with the Offering should only be made on the basis of information contained in the Prospectus issued by the Company, and published on the Company’s website (www.hyloris.com) in connection with the Offering and any supplements thereto, as the case may be. Potential investors must read the entire Prospectus before making an investment decision in order to fully understand the potential risks and rewards associated with the decision to invest in the securities. This document is not a Prospectus. The Prospectus contains detailed information about the Company and its management, risks associated with investing in the Company, as well as financial statements and other financial data.

Acquiring investments to which this announcement relates may expose an investor to a significant risk of losing the entire amount invested. Persons considering such investments should consult an authorized person specializing in advising on such investments. This announcement does not constitute a recommendation concerning the Offering. An investment in Shares entails significant risks, as the value of the Shares can decrease as well as increase.

This announcement is addressed to and directed at persons in member states of the European Economic Area ("EEA") other than Belgium pursuant to applicable exemptions under the Prospectus Regulation, including but not limited to "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation. In addition, in the United Kingdom, this announcement is only addressed to and directed at (i) persons having professional experience in matters relating to investments falling within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) high net worth entities, etc. falling within Article 49(2)(a) to (d) of the Order, and (iii) any other person to whom it may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons"). The Offering, as the case may be, is only available to, and any invitation, offer or agreement to subscribe for, purchase, or otherwise acquire securities is engaged in only with relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents.

KBC Securities NV/SA and Van Lanschot Kempen Wealth Management N.V. (the "Joint Global Coordinators") are acting for the Company and no one else in relation to the Offering, and will not be responsible to anyone other than the Company for providing the protections offered to their respective clients nor for providing advice in relation to the Offering.

Annex

Transactions concerning the stabilisation from 17 July 2020 until 29 July 2020⁽¹⁾

Note

(1)   All data contained in the table above have been provided by the Stabilisation Manager.

Attachment

• Hyloris Pharmaceuticals announces the end of the stabilisation period and the partial exercise of the Over-allotment Option in connection with its initial public offering