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LUMIBIRD Capital/Financing Update 2019
1490_iss_2019-05-22_b3214b67-773d-4e3f-b8b2-ffded50d3e59.pdf
Capital/Financing Update
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Lannion, May 22, 2019 - 8:30am
LUMIBIRD: HIGHLY SUCCESSFUL CAPITAL INCREASE VIA A PRIVATE PLACEMENT OF 25 MILLION EUROS
Lumibird is announcing the success of the capital increase via a private placement, launched yesterday in an accelerated book-build. Due to strong investors demand, Lumibird decided to set the capital increase at 25.1 million euros, compared to approximately 20 million euros originally planned.
Lumibird placed 1,675,442 new shares at a price per share of 15 euros, including the share premium, for a total of 25,131,630 euros, representing 10% of Lumibird's share capital precapital raise.
For Marc Le Flohic, Lumibird Group Chairman and CEO: "With their strong interest expressed for this new operation, investors recognize the relevance of the Lumibird Group's strategy and its successful execution. I am very grateful to them. With significant financial resources, we will now be able to seize the best development opportunities, through structuring acquisitions to gain market share or through the integration of new technologies, by external growth or investment in new R & D projects."
The capital increase is carried out with a waiver of preferential subscription rights through a private placement based on the 16th and 18th resolutions of the Combined General Shareholders' Meeting on April 27, 2017.
The subscription price of 15 euros per new share represents a discount of 10.71% compared to the closing price on May 21, 2019.
Following this operation, Lumibird's share capital will be increased from 16,754,425 euros to 18,429,867 euros, divided into 18,429,867 shares with a par value of 1 euro.
ESIRA has subscribed for 133,333 new shares in connection with this capital increase and will hold, in concert with EURODYNE, 50.12% of the Company's capital and 51.35% of the Company's voting rights, upon completion of the capital increase. For reference, the companies ESIRA and EURODYNE, which are directors of the Company, are also controlled by Mr Marc Le Flohic, the Company's Chairman and Chief Executive Officer.
For informational purposes, to the knowledge of the Company, the breakdown of the share capital before and after the settlement-delivery operations of the capital increase will be as follows:
Before operation
| Shareholders | Number of shares |
% of capital | Theoretical number of votinq rights(1) |
% of theoretical voting rights |
|---|---|---|---|---|
| ESIRA | 7,319,457 | 43.69% | 7,319,457 | 41.21% |
| EURODYNE | 1,783,488 | 10.64% | 2,527,554 | 14.23% |
| ESIRA-EURODYNE concert |
9,102,945 | 54.33% | 9,847,011 | 55.44% |
| Other | 7,651,480 | 45.67% | 7,915,101 | 44.56% |
| lotal | 16,754,425 | 100% | 17,762,112 | 100% |
(1) The percentages of voting rights presented in this table are calculated taking into account the treasury shares held by Lumibird.
After operation
| Shareholders | Number of shares |
% of capital | Theoretical number of votinq rights(1) |
% of theoretical voting rights |
|---|---|---|---|---|
| FSIRA | 1,452,790 | 40.44% | 7,452,790 | 38.34% |
| FURODYNF | 1,783,488 | 9.68% | 2,527,544 | 13.00% |
| FSIRA-FURODYNE concert |
9,236,278 | 50.12% | 9,980,334 | 51.35% |
| Other | 9,193,589 | 49.88% | 9,457,210 | 48.65% |
| lotal | 18,429,867 | 100% | 19,437,554 | 100% |
(1) The percentages of voting rights presented in this table are calculated taking into account the treasury shares held by Lumibird.
For informational purposes, a shareholder who held 1% of the share capital of Lumibird before the issuance of new shares would hold 0.91% of Lumibird's share capital following the issuance.
Settlement for the new shares and their admission to listing on Euronext Paris are expected to take place on May 24, 2019. The new shares will be entitled to dividends from delivery and will be traded under the same listing as the existing shares (ISIN: FR0000038242).
They will be assimilated with and give the same rights as the existing shares from their issue.
MidCap Partners has acted as Lead Manager and Book Runner for the private placement.
LUMIBIRD is one of the world's leading specialists in lasers. With 50 years of experience and a mastering of solid state laser, laser diodes and fiber laser technologies, the Group designs, manufactures and markets high performance lasers for scientific (laboratories and universities), industrial (manufacturing, defense, Lidar sensors) and medical (ophthalmology) markets.
Born from the combination of Keopsys Group with Quantel in October 2017, LUMBIRD has more than 500 employees and over €100 million of revenues and is present in Europe, America and Asia.
LUMIBIRD shares are listed on the Euronext Paris B Compartment. FR0000038242 – LBIRD www.lumibird.com
Contacts
Groupe LUMIBIRD Marc Le Flohic Chairman and CEO Tel. +33(0) 1 69 29 17 00 [email protected]
Groupe LUMIBIRD Pierre Vallalta Chief Financial Officer Tel. +33(0) 1 69 29 17 00 [email protected]
Calyptus Mathieu Calleux Investor Relations Tel. +33(1) 53 65 37 91 [email protected] Midcap Partners
Kevin Rolland Company advisor Tel. +33 (0)1 55 04 04 56 [email protected]
DISCLAIMER
Lumibird ("the Company") would like to draw readers' attention to the fact that, in accordance with Article L.411-2 of the French monetary and financial code and Article 1.5 of European Parliament and Council Requlation (EU) 2017/1129 of June 14, 2017, the operation will not be the subject of a prospectus receiving a visa from the French Financial Markets Authority.
Detailed information concerning Lumibird, and specifically its business, its results and the risk factors that it is exposed to, is provided in the 2018 registration document, which can be consulted, along with the other requlatory disclosures and all the press releases, on Lumibird's website (www.lumibird.com).
This press release is intended exclusively for information. It does not constitute and cannot be considered to constitute a public offering, an offer for subscription, an offer for sale or a solicitation of public interest with a view to an operation through a public offering of securities in any country whatsoever.
Securities can only be offered or sold in the United States of America after reqistration in accordance with the amended U.S. Securities Act of 1933 ("U.S. Securities Act"), except pursuant to an exemption from the registration requirement. The Company's securities subject to this press release have not will not be registered under the U.S. Securities Act, and the Company does not intend to make a public offering of the securities subject to this press release in the United States of America.
The publication or distribution of this press release in certain countries may be prohibited under applicable laws. The information contained in this press release does not constitute an offer of securities in France, the United States of America, Canada, Australia or Japan or any other country. This press release is not intended to be published, released or distributed, directly, in the United States of America, Canada, Australia or Japan. This document does not constitute an offer for sale or a public offering for Lumibird shares in the United States of America or any other country.
