Amoéba

Capital/Financing Update • Jun 13, 2022

PRESS RELEASE

AMOEBA announces the issuance of the fifth tranche of 60 bonds convertible into shares as part of its new bond financing with incentive program with Nice & Green S.A.

Chassieu (France), June 13, 2022– 5.45 pm - AMOEBA (FR0011051598 - ALMIB), producer of a biological biocide capable of eliminating bacterial risk in water and human wounds, and a biocontrol product for plant protection, still in a development phase, announces the issuance of the fifth tranche of bonds convertible into shares ("OCAs") of its new bond financing with incentive program, namely 60 OCAs numbered from 241 to 300 fully issued to Nice & Green S.A.

This issue is part of the agreement entered into with Nice & Green S.A. on December 16, 2020 with a view to setting up a bond financing with a profit-sharing program through the issuance of 480 OCAs with a nominal value of EUR 50,000 each, representing a total nominal amount of the bond issue of EUR 24,000,000 (the "Issuance Agreement").¹

The Chairman and Chief Executive Officer of the Company, using the sub-delegation granted to him by the Board of Directors at its meeting on June 24, 2021, decided to issue on June 13, 2022, 60 OCAs numbered from 241 to 300 to the benefit of Nice & Green S.A. corresponding to the fifth tranche of the bond financing.

As provided for in the issuance agreement, these OCAs were fully subscribed at a price equal to 96% of their nominal value, representing a fifth tranche of OCAs for a total net amount of EUR 2,880,000.

As a reminder, the Company maintains on its website a monitoring table of the OCAs and the number of Amoéba shares in circulation (see Investors section / Regulatories information / Other information).

As an indication, the theoretical impact of the issue of this fifth tranche of OCAs is presented in the tables below in accordance with the OCA conversion formulas on the basis of 92% of the lowest volume-weighted average trading price of the Amoéba share at closing (as published by Bloomberg) over the six (6) trading days immediately preceding June 13, 2022, namely 0.555 euros.

• Impact of the issue on the share of shareholders' equity per share (calculation based on Amoéba's shareholders' equity as at december 31, 2021, prepared in accordance with International Financial Reporting Standards (IFRS) adjusted for capital increases completed up to June 13, 2022 i. e. 5,493,684 euros and the number of shares comprising the Company's share capital as at June 13, 2022, i. e. 29,717,637 shares) :

¹ See press release of December 21, 2020

	Quote-part des capitaux propres au 31 décembre 2021 (en euros) *
	Base non diluée	Base diluée**
Avant émission de la tranche 5	5 493 684	8 569 684
Après émission de 5 875 441 actions nouvelles résultant de la conversion de 60 OCA	8 373 684	11 449 684

(*) amount of shareholders' equity at 31 december 2021 prepared in accordance with IFRS international financial standards and adjusted for capital increases completed until June 13, 2022

• (**) assuming:
• the full exercise of the business creator share subscription warrants and share subscription warrants issued and allocated by Amoéba, exercisable or not, giving the right to subscribe for 200,000 new shares
• the definitive allocation of the conditional rights to receive 25,000 free shares fully subject to a condition of uninterrupted presence.

• the conversion of 4 bonds issued on tranche 3 and 60 bonds issued on Tranche 4 and not yet converted at june 13, 2022

• Impact of the issue on the participation of a shareholder holding 1% of Amoéba's share capital prior to the issue of the fifth tranche (calculation based on the number of shares comprising Amoéba's share capital as at June 13, 2022, i.e. 29,717,637 shares) :

	Participation de l'actionnaire (en %)
	Base non diluée	Base diluée*
Avant émission de la tranche 5	1%	0,82%
Après émission de 5 875 441 actions nouvelles résultant de la conversion de 60 OCA	0,83%	0,71%

(*) assuming:

• the full exercise of the business creator share subscription warrants and share subscription warrants issued and allocated by Amoéba, exercisable or not, giving the right to subscribe for 200,000 new shares
• the definitive allocation of the conditional rights to receive 25,000 free shares fully subject to a condition of uninterrupted presence.
• the conversion of 4 bonds issued on tranche 3 and 60 bonds issued on tranche 4 and not yet converted at June 13, 2022.

About AMOEBA:

Amoéba's ambition is to become a major player in the treatment of bacterial risk in the fields of water, healthcare and plant protection. Our biological solution is an alternative to chemical products widely used today. Amoéba is currently focusing on the market of industrial cooling towers estimated at €1.7Bn (1) on a global chemical biocide market for water treatment, evaluated at €21Bn (2) and on the biocontrol market for plant protection estimated globally at €1.6Bn (4). In the future, the Company is looking at developing new applications such as chronic wound care, estimated at € 751 million (3) in the USA. Sales of associated products with healthcare, biocides and crop protection are subject to the Company being granted local regulatory market authorizations. The Company is currently in a trial phase for biocidal and plant protection applications and does not market any products.

Created in 2010, based in Chassieu (Lyon, France) with a subsidiary in Canada and in the United States, Amoéba is quoted on Euronext Growth. The Company is a member of the BPIfrance Excellence network and is eligible for the PEA-PME SME equity savings plan setup. More information on www.amoeba-nature.com.

(1): Amoéba data combined from sources: DRIRE 2013, Eurostat, ARHIA 2013

(2): Sources combined by Amoéba from water treaters, Freedonia, Eurostat et MarketsandMarkets (3): BCC Research, "Markets for Advanced Wound Management Technologies," Wellesley, MA, 2017

(4): Biopesticides Worldwide Market 2013, CPL, Wallingford, UK

Contacts:

Amoéba Valérie FILIATRE Directeur Général Adjoint +33 4 26 69 16 00 v.filiatre@amoeba-nature.com Calyptus Relations investisseurs & Presse Nicolas Hélin/ Mathieu CALLEUX +33 1 53 65 68 68/+33 1 53 65 37 91 amoeba@calyptus.net

Disclaimer

This press release contains certain forward-looking statements concerning AMOEBA which are based on its own assumptions and hypothesis and on information that are available to us. However, AMOEBA gives no assurance that the estimates contained in such forward-looking statements will be verified, which estimates are subject to numerous risks including the risks set forth in the Universal Registration Document of AMOEBA filed with the French Financial Markets Authority (Autorité des Marchés Financiers) on April 12, 2022 under number D22-0280 (a copy of which is available on www.amoeba-nature.com). The forward-looking statements contained in this press release are also subject to risks not yet known to AMOEBA or not currently considered material by AMOEBA. The occurrence of all or part of such risks could cause actual results, financial conditions, performance or achievements of AMOEBA to be materially different from such forward-looking statements.