Option for TxCell to buy back at any time up to 50% of bonds not yet converted into shares
Valbonne, France, May 17, 2018, 5.45pm CEST
TxCell SA (FR0010127662 – TXCL), a developer of cellular immunotherapies based on regulatory T cells (Tregs) for inflammation, autoimmunity and transplantation, today announces it has reached an agreement with Yorkville to further improve the terms of its OCABSA convertible bond facility.
The OCABSA program consists of monthly installments for a nominal amount of €1.2 million each at TxCell’s sole discretion, for a total financing of up to €15 million. It should enable the Company to finance its activities until early 2019. This includes the filing of a clinical trial application (“CTA”) for the start of TxCell’s first-in-man study with a CAR-Treg, expected to occur in Q4 2018.
To date, TxCell has used €4.2 million of the €15 million facility, of which €4.0 million have not yet been converted into equity.
Under the new terms of the agreement, TxCell shall have the right, at any given time and at its sole discretion, to buy back in cash up to 50% of the bonds not yet converted into equity at the time this buy-back option is exercised, for a price equal to 110% of their par value.
“The OCABSA program is, in the short term, the best possible financing option for TxCell whilst we explore new catalysts for the stock that would facilitate the implementation of long-term refinancing. In the meantime, we are working on improving its terms and conditions, like in this new amendment,” said Raphael Flipo, CFO of TxCell. “Should it be exercised, the option for TxCell to buy back in cash part of the non-converted bonds could limit the dilution for shareholders and thus automatically improve the value per share.”
TxCell is actively working towards securing a longer-term financing solution, such as a strategic partnership and/or an equity offering, depending on market conditions and announcement of new catalysts for the stock. The Company can interrupt the monthly OCABSA issuances at any time.