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Transcript
Press Release
DRONE VOLT
Raises € 1.8 million, is adopting a funding line
of € 5 million and prepares its transfer on
Alternext
Villepinte, November 19, 2015 - DRONE VOLT, the leading French company in drones, is
pleased to announce the strengthening of its financial resources by conducting a
fundraising and implementation funding as OCABSA. The company also submitted its
transfer request on Alternext Paris.
Successful fundraising of € 1.8 million
DRONE VOLT conducted a fund raising totaling € 1.8 million. The transaction took the form of
a private placement with qualified investors without preferential subscription(1).
The issue price of 112 500 new shares was set at € 16.00, or 10% discount to the weighted
average closing price of the volumes of the last 20 days preceding the closing of the
transaction.
Post-operation, DRONE VOLT's capital amounts to € 368,610 divided into 1,229,500 shares
with a nominal value of € 0.30 each. The dilution resulting from the capital increase represents
10% of the capital after the transaction. It will also be of an additional 9% in case of exercise
of all warrants outstanding at €27. The new shares will be traded on the free market of Euronext
Paris and will be fungible with existing shares as of 25 November.
Pursuant to Article L. 411-2 of the French Monetary and Financial Code and Article 211-2 of
the General Regulation of the Financial Markets Authority (AMF), this operation has not
resulted in a prospectus submitted to the AMF.
OCABSA Funding line
Beyond this private placement, DRONE VOLT decided the establishment of a new line of
funding through the issue of bonds convertible into shares with share subscription warrants
(OCABSA) allowing lifting of maximum potential funds € 5 million divided into 20 slices of
OCABSA of € 250,000 each.
To this end, a transmission contract was signed November 17, 2015 between DRONE VOLT
and YA Global Master SPV and LTD, an investment fund managed by US firm Yorkville
Advisors Management Global, LP.
This operation will be submitted to shareholders at the next shareholders' meeting scheduled
on January 5, 2016, which soon will be a meeting notice to be published in the Bulletin of
Mandatory Legal Announcements (BALO). The draw of the various tranches will begin as of
this General Meeting and subject to a favorable vote of shareholders.
1 This offering was made pursuant to the provisions of Articles L. 225-136 of the French
Commercial Code and Article L. 411-2 II of the French Monetary and Financial Code and to the
sixteenth and seventeenth resolutions of the General Meeting DRONE VOLT of shareholders
dated 25 March 2015 and the decision of the Board of 12 November 2015.
Press Release
Objectives of these two operations
These two operations are intended to strengthen the means to present and future financing
DRONE VOLT as part of its ongoing innovation policy (notably to enrich the offer by DRONE
VOLT) and its commercial development plan in France and Europe (Belgium and Scandinavia
at this stage).
Transfer Project on Alternext
Finally, DRONE VOLT deposited its transfer request on Alternext Paris. This operation aims
to enhance the visibility of the title DRONE VOLT and to allow new categories of investors to
become shareholders.
Since listing on the Marché Libre in April, the action DRONE VOLT recorded an increase of
217% and has an average daily volume of €25,000 (2).
DRONE VOLT is advised by Invest Securities, Atout Capital, Brunswick Corporation Lawyers
and Advisors Marsac.
Next announcement: turnover of fiscal year 2015 the week of January 11, 2016
All press releases about DRONE VOLT on espace.investisseurs.com
To automatically receive news releases by email, register for free on www.actusnews.com.
About DRONE VOLT
Founded in 2011, DRONE VOLT established in France and Denmark, is a company
specializing in the design and marketing of civilians and security drones for professional use.
Global partner, it offers its customers solutions business "turnkey" including different services
and pilot training. The young company, which achieved a turnover of 1.7 million euros in 2014
(+ 40%), is the leading audiovisual drone. It also provides the administration and industry for
the realization of aerial photographs. Among its customers, the company has CERN, FRANCE
TELEVISIONS, the Air Transport Gendarmerie (GTA), SPIE, TF1, the TOUR DE FRANCE PROD FREEWAY, etc. DRONE VOLT is qualified as "Innovative Business" by Bpifrance.
DRONE VOLT is publicly traded on Euronext Paris:
Actions: Ticker: MLDRV - ISIN code: FR0012649184 - BSA: Ticker: DRVBS and ISIN code:
FR001286054
More information at www.dronevolt.com
Contact
Media Relations FINANCE NEWS finance &
Communication
Jean-Michel Marmillon - T: +33 1 53 67 36 73
Media Relations CONSUMER AND BUSINESS
DRONE VOLT
Celine Vergely - T: +33 6 08 42 75 84
[email protected]
[email protected]
(2) Source: Euronext
Press Release
OCABSA transmission operation legal framework
A meeting notice will be published in the BALO by DRONE VOLT to convene its shareholders
to a general meeting for such purposes to authorize the issue of bonds convertible into shares
("OCA") coupled with equity warrants ( the "BSA") (the OCA and BSA together, the "OCABSA")
on exercise of warrants issued free of charge, for a maximum nominal amount of € 5 million,
divided into 20 slices of € 250,000 each, with suppression of the right preferential subscription
rights in favor of YA Global Master SPV LTD, an investment fund managed by US firm Yorkville
Advisors Management Global, LP.
Main characteristics of OCABSA
•
Main characteristics of the OCA
The OCA will be issued in 20 installments, each in the amount of € 250,000 on exercise of
warrants issued free which then require the holder, on request of the issuer and subject to the
satisfaction of certain conditions, to subscribe slice 25 OCABSA (the "Issue Warrants").
The OCA will be issued at par, ie € 10,000 by OCA. The OCA has a maturity of 12 months
from the date of issuance. Matured, unconverted OCA must be repaid by the issuer. The OCA
will not be the subject of an application for admission to trading on the Alternext Paris market
and are therefore not listed. The OCA may be converted into shares at the request of the
holder, at any time, depending on the conversion ratio determined by the following formula:
N = Vn / P
"N" number of new ordinary shares to be issued on DRONE VOLT conversion of OCA;
"Vn" bond debt that represents OCA (nominal value of OCA interest thereon, if any);
"P":
• for the first tranche, 90% of the lowest daily weighted average price of the share volumes
DRONE VOLT (as published by Bloomberg) to ten (10) trading days immediately preceding
the date of application for conversion of the OCA concerned without being able, however, be
less than the par value of a share;
• for the following tranches, 92% of the lowest daily weighted average price of the share
volumes DRONE VOLT (as published by Bloomberg) to ten (10) trading days immediately
preceding the date of application for conversion of the OCA concerned, it being specified that
(i) the trading days during which the holder of OCA concerned has sold DRONE VOLT shares
will be excluded from the ten (10) days aforementioned grant and (ii) P shall not be less than
the nominal value of a DRONE VOLT share.
• Key features of warrants
• The number of warrants to be issued in connection with the issue of each tranche
will OCABSA as multiplied by the exercise price of the warrants (determined under
the conditions defined below), the resulting amount is equal the nominal amount of
the tranche is € 250,000.
• The Warrants will not be the subject of an application for admission to trading on the
Alternext Paris market and are therefore not listed.
Press Release
• The warrants will be exercisable for a period of 36 months from the date of issue
(the "Exercise Period").
• Each warrant will entitle the holder thereof, during the Exercise Period, subscribe to
1 new share of the Company (subject to any adjustments).
The subscription price of the new ordinary shares on exercise of the warrants will be equal to
115% of the lowest daily weighted average price of the share volumes DRONE VOLT (as
published by Bloomberg) to ten (10) trading days preceding (i) the date of issue of Emission
Coupons for the first tranche and (ii) the exercise of Warrants Issue request that led to the
issuance of the warrants OCABSA which are seconded to the following tranches, being
specified that the subscription price may not, however, be less than the par value of a share
DRONE VOLT.
New shares resulting from the conversion of OCA or the exercise of warrants
The new shares issued upon conversion of OCA or exercise of the warrants will carry dividend
rights. They have the same rights as those attached to existing shares of the Company and
will be, after the transfer of the shares of DRONE VOLT on Alternext Paris, an admission on
Alternext Paris on the same line quotation (ISIN FR0012649184 Code).