Targeted & controlled bone healing
29 Nov 18
Kuros announces the final terms of the proposed capital increase through a discounted rights offering expected to raise up to CHF 20 million gross proceeds to advance its pipeline

Not for release, publication or distribution in the USA, the United Kingdom, Canada, Japan, Australia or Member States of the European Economic Area ("EEA").

 

 

MEDIA RELEASE

Kuros announces the final terms of the proposed capital increase through a discounted rights offering expected to raise up to CHF 20 million gross proceeds to advance its pipeline

Schlieren (Zurich), Switzerland, November 29, 2018 – Kuros Biosciences (SIX: KURN) (the Company or Kuros) at today’s Extraordinary General Meeting (EGM) of shareholders will seek approval for an increase of the ordinary share capital of up to CHF 4.3 million through the issuance of up to an additional 4.3 million shares and to establish a conditional capital of CHF 1.7 million for the issuance of up to 1.7 million shares.

 

Subject to the EGM's approval of the ordinary share capital increase, the Company's Board of Directors proposes that up to 8,013,306 new registered shares sourced from the ordinary and authorized share capital will be offered to existing shareholders of Kuros at an offer price of CHF 2.50 per share. The capital increase shall be implemented through a discounted rights offering, in which existing shareholders will receive 1 right to pre-emptively subscribe for new registered shares (“Rights”) for each registered share they hold on December 3, 2018 (after market close). Fifteen Rights will entitle the holder of such Rights to subscribe to fourteen new registered shares subject to certain restrictions under applicable local laws. As from December 4, 2018, registered shares of Kuros will trade “ex Rights”. The Rights will not be admitted to trading on SIX Swiss Exchange.

 

The Rights are expected to be exercisable from December 4 until December 12, 2018 12:00 noon CET. Shares for which Rights have not been validly exercised during this period may be sold in a subsequent offering to eligible institutional investors or others. The listing and the first day of trading of the new registered shares on SIX Swiss Exchange and the delivery of the new registered shares against payment of the offer price, are expected to take place on December 18, 2018. The offering and listing prospectus in connection with the rights offering will be published on or around November 30, 2018.

 

Kuros expects to raise a total amount of up to CHF 20 million gross proceeds through the rights offering, in line with its announcement of an approximately CHF 16 – 20 million capital increase on November 8, 2018. The Company intends to use the net proceeds primarily to prepare and advance the execution of the Pilot Phase II clinical study of its proprietary Fibrin-PTH (KUR-113) product in spinal fusion, to initiate the preparation of the Pivotal clinical study for the same product, to advance the commercial roll-out of MagnetOs, as well as for general working capital purposes.

 

The phase 2 study of KUR-113 is scheduled to start enrolling patients in 2019 with an anticipated interim readout by the second half of 2020. KUR-113 targets an important unmet medical need in spinal fusion patients and presents a significant commercial opportunity.

 

Several large existing shareholders as well as potential new investors have indicated their interest in participating in the equity financing. The final number of new registered shares issued and the gross proceeds raised via the capital increase will depend on, inter alia, the number of shares subscribed amongst existing and new equity investors. The capital increase will not be implemented if not at least CHF 8 million of gross proceeds are raised via the capital increase, which the Company requires to progress commercialization of MagnetOS bone graft substitute in the U.S. and selected geographies in Europe. In case less than CHF 16 million of gross proceeds are raised, the phase 2 clinical study of the Company’s proprietary fibrin-PTH (KUR-113) product in spinal fusion would be delayed.

 

Mirabaud and Octavian are acting as Joint Placement Agents and Helvetische Bank is acting as Subscription and Settlement Agent to the Company.

 

 

Expected timetable for the rights offering

November 29, 2018:

Extraordinary General Meeting

November 30, 2018:

Publication of Prospectus

December 3, 2018:

After close of trading on SIX Swiss Exchange: cut-off date for determination of existing shareholders for the entitlement of Rights

December 4, 2018:

Start of rights exercise period

December 12, 2018:

12 noon CET: End of rights exercise period
After close of trading: Announcement of number of Offered Shares for which Rights have been exercised and number of Offered Shares offered in the Share Placement

December 13, 2018:

After close of trading: Announcement of final number of Offered Shares and gross proceeds from the Rights Offering and Share Placement

December 18, 2018:

Listing and First Day Trading of Offered Shares
Payment of Offer Price against Delivery of Offered Shares



Kuros Biosciences AG
Wagistrasse 25, 8952 Schlieren, Switzerland
Tel: +41 44 733 47 47   Fax: +41 44 733 47 40   Email: info@kurosbio.com

About Kuros

  1. Overview
  2. Executive Committee
  3. Board
  4. Careers

Products

  1. MagnetOs

Pipeline

  1. Pipeline
  2. Spinal fusion
    KUR-113
  3. Fracture repair
    KUR-111
    KUR-113
  4. Surgical Sealants
    Neuroseal (KUR-023)

Technologies

  1. Surface Science Technology
  2. Fibrin-Based
  3. Synthetic Cross-Linking Technology
  4. Immune Modulation

Partnerships

  1. Collaborations
  2. Business Development

Investors

  1. Share price
  2. Regulatory filings
  3. Reports & Presentations
  4. Analysts
  5. Calendar
  6. Corporate governance
  7. Stay informed

News

  1. Press releases
  2. Conferences & Events

Contact

  1. Location
Article
29 Nov 18
Kuros announces the final terms of the proposed capital increase through a discounted rights offering expected to raise up to CHF 20 million gross proceeds to advance its pipeline

Not for release, publication or distribution in the USA, the United Kingdom, Canada, Japan, Australia or Member States of the European Economic Area ("EEA").

 

 

MEDIA RELEASE

Kuros announces the final terms of the proposed capital increase through a discounted rights offering expected to raise up to CHF 20 million gross proceeds to advance its pipeline

Schlieren (Zurich), Switzerland, November 29, 2018 – Kuros Biosciences (SIX: KURN) (the Company or Kuros) at today’s Extraordinary General Meeting (EGM) of shareholders will seek approval for an increase of the ordinary share capital of up to CHF 4.3 million through the issuance of up to an additional 4.3 million shares and to establish a conditional capital of CHF 1.7 million for the issuance of up to 1.7 million shares.

 

Subject to the EGM's approval of the ordinary share capital increase, the Company's Board of Directors proposes that up to 8,013,306 new registered shares sourced from the ordinary and authorized share capital will be offered to existing shareholders of Kuros at an offer price of CHF 2.50 per share. The capital increase shall be implemented through a discounted rights offering, in which existing shareholders will receive 1 right to pre-emptively subscribe for new registered shares (“Rights”) for each registered share they hold on December 3, 2018 (after market close). Fifteen Rights will entitle the holder of such Rights to subscribe to fourteen new registered shares subject to certain restrictions under applicable local laws. As from December 4, 2018, registered shares of Kuros will trade “ex Rights”. The Rights will not be admitted to trading on SIX Swiss Exchange.

 

The Rights are expected to be exercisable from December 4 until December 12, 2018 12:00 noon CET. Shares for which Rights have not been validly exercised during this period may be sold in a subsequent offering to eligible institutional investors or others. The listing and the first day of trading of the new registered shares on SIX Swiss Exchange and the delivery of the new registered shares against payment of the offer price, are expected to take place on December 18, 2018. The offering and listing prospectus in connection with the rights offering will be published on or around November 30, 2018.

 

Kuros expects to raise a total amount of up to CHF 20 million gross proceeds through the rights offering, in line with its announcement of an approximately CHF 16 – 20 million capital increase on November 8, 2018. The Company intends to use the net proceeds primarily to prepare and advance the execution of the Pilot Phase II clinical study of its proprietary Fibrin-PTH (KUR-113) product in spinal fusion, to initiate the preparation of the Pivotal clinical study for the same product, to advance the commercial roll-out of MagnetOs, as well as for general working capital purposes.

 

The phase 2 study of KUR-113 is scheduled to start enrolling patients in 2019 with an anticipated interim readout by the second half of 2020. KUR-113 targets an important unmet medical need in spinal fusion patients and presents a significant commercial opportunity.

 

Several large existing shareholders as well as potential new investors have indicated their interest in participating in the equity financing. The final number of new registered shares issued and the gross proceeds raised via the capital increase will depend on, inter alia, the number of shares subscribed amongst existing and new equity investors. The capital increase will not be implemented if not at least CHF 8 million of gross proceeds are raised via the capital increase, which the Company requires to progress commercialization of MagnetOS bone graft substitute in the U.S. and selected geographies in Europe. In case less than CHF 16 million of gross proceeds are raised, the phase 2 clinical study of the Company’s proprietary fibrin-PTH (KUR-113) product in spinal fusion would be delayed.

 

Mirabaud and Octavian are acting as Joint Placement Agents and Helvetische Bank is acting as Subscription and Settlement Agent to the Company.

 

 

Expected timetable for the rights offering

November 29, 2018:

Extraordinary General Meeting

November 30, 2018:

Publication of Prospectus

December 3, 2018:

After close of trading on SIX Swiss Exchange: cut-off date for determination of existing shareholders for the entitlement of Rights

December 4, 2018:

Start of rights exercise period

December 12, 2018:

12 noon CET: End of rights exercise period
After close of trading: Announcement of number of Offered Shares for which Rights have been exercised and number of Offered Shares offered in the Share Placement

December 13, 2018:

After close of trading: Announcement of final number of Offered Shares and gross proceeds from the Rights Offering and Share Placement

December 18, 2018:

Listing and First Day Trading of Offered Shares
Payment of Offer Price against Delivery of Offered Shares