BioSenic reaches agreement on binding term sheets with main
creditors to restructure past financial debts
INSIDE INFORMATION
New binding term sheets have been
formulated upon for the replacement of the Monument and Patronale
bonds and loans by new unsecured convertible bonds as well as for
the long-term extension of the past loan financing with the
European Investment Bank.
Mont-Saint-Guibert, Belgium, September
14, 2023, 7.00 am CEST – BIOSENIC (Euronext Brussels
and Paris: BIOS), the clinical-stage company specializing in
serious autoimmune and inflammatory diseases and cell therapy,
today announces that it has reached an agreement with Patronale,
Monument and the European Investment Bank (hereafter the "main
creditors"), for the restructuring of its key financial debts.
Patronale and Monument agree to replace their
outstanding loans granted to BioSenic by an aggregate outstanding
principal amount of EUR 7.5 million plus accrued interests, by new
convertible bonds to be issued by BioSenic later this year. The
convertible bonds will not be secured and will have a maturity date
at the horizon of December 31, 2030, which can be further extended
by BioSenic for up to 24 months depending on its cash balance, end
of 2032. BioSenic has also negotiated a lower interest rate of 5%
per year, payable annually, with an additional non-compounding
interest of 3% per year that will be added to the principal amount
upon conversion or (p)repayment of a convertible bond. The
convertible bonds will only become convertible as from 10 trading
days after the announcement of the official remittance to the
Regulatory Agency of the Final Clinical Report following the final
results of BioSenic’s phase 3 clinical trial of its lead Oral ATO
therapeutic candidate targeting chronic graft versus host disease
(cGVHD). The conversion price will be equal to 95% of the
30-calendar day VWAP immediately preceding the date of the
conversion notice. The outstanding warrants of Patronale are being
cancelled.
The outstanding loan from the European
Investment Bank ("EIB") for a principal outstanding amount of EUR 8
million should as well be extended to 2030, with the same 24-month
extension possibility as for the new convertible bonds. The
interest rate will also be aligned with the new convertible bonds.
The outstanding warrants of the EIB should also cancelled, and EIB
should receive a similar return as Monument and Patronale if the
new convertible bonds are effectively converted into shares. The
completion of the restructuring is still subject to EIB
approval.
Completion of the refinancing of the loans
granted by Patronale, Monument and the EIB will be subject to
BioSenic raising sufficient new equity for BioSenic to continue its
operations including the initiation in Q2 2024 of a Phase 3
clinical trial of its lead Oral ATO therapeutic candidate targeting
cGvHD.
These voluntary agreements, which will be
submitted to the competent Belgian Enterprise Court for
homologation as part of a freely accepted settlement procedure,
increase BioSenic’s financial stability to continue to develop
critical therapies for patients with none or few alternative
options, and demonstrate the trust of BioSenic’s main creditors.
The pending stated confidence of the Chairman of the Enterprise
Court will establish that BioSenic has a sound prospect of business
development and viability and that the agreements are feasible
without prejudicing the rights of third parties over the assets of
BioSenic. This will bring Yves Brulard's mandate to reach a
negotiated agreement with the main historic creditors of Bone
Therapeutics to an end.
These agreements give also the opportunity to
BioSenic to participate intensively in the ongoing development of
the regional network and should meet the requirements of the
Walloon Region's multiannual research programs. BioSenic also
obtained an agreement with the ABO Securities subsidiary, Global
Tech Opportunities 15, to secure short term financing on the basis
of its existing convertible bond program.
François Rieger, PhD, Chairman and Chief
Executive Officer of BioSenic said: "BioSenic has achieved
ongoing financial stability to continue its development programs
with the optimal restructuring of the debts inherited from Bone
Therapeutics. Since the reverse merger operated last October 2022,
the main financial organizations involved in the past programs of
the company that became BioSenic were evaluating the chances to
reorganize and renew both the structure and the programs of the
company. This has been successfully recognized by the present term
sheets, and gives long term financial stability to BioSenic. We can
now concentrate on clinical accomplishment and innovation, for the
full benefit of patients that are expecting new therapies for
inflammatory, degenerative or autoimmune diseases, for which our
ATO or cell repair platforms will provide decisive progress.”
About BioSenic
BioSenic is a leading biotech company
specializing in the development of clinical assets issued from: (i)
the arsenic trioxide (ATO) platform (with key target indications
including Graft-versus-Host Disease (GvHD), systemic lupus
erythematosus (SLE) and systemic sclerosis (SSc) and (ii), the
development of innovative products to meet unmet needs in
orthopedics.
Following a reverse merger in October 2022,
BioSenic combined a strategic positionings and strengths to use,
separately and combined, an entirely new arsenal of various
anti-inflammatory and anti-autoimmune formulations using the
immunomodulatory properties of ATO/oral ATO (OATO) with its
innovative cell therapy platform and strong IP for tissue repair
protection.
BioSenic is based in the Louvain-la-Neuve
Science Park in Mont-Saint-Guibert, Belgium. Further information is
available at http://www.biosenic.com.
About BioSenic technology
platforms
BioSenic’s technology is based on two main
platforms:
- The ATO platform, which has been successfully developed, has
immunomodulatory properties with fundamental effects on the
activated cells of the immune system. The first effect is the
increase of the cell oxidative stress in activated B, T and other
cells of the innate/adaptative immune system to the point they will
enter a cell death program (apoptosis) and be eliminated. The
second effect is potent immunomodulatory properties on several
cytokines involved in inflammatory or autoimmune cell pathways,
with return to homeostasis. One direct application is its use in
onco-immunology to treat GvHD (Graft-versus-Host Disease) in its
chronic, established stage. cGvHD is one of the most common and
clinically significant complications affecting long-term survival
of allogeneic hematopoietic stem cell transplantation (allo-HSCT).
cGvHD is primarily mediated by the transplanted immune cells that
can lead to severe multiorgan damage. BioSenic has been successful
in a Phase 2 trial with its intravenous formulation, which has
orphan drug designation status by FDA and EMA. The Company is
heading towards an international Phase 3 confirmatory study, with
its new, IP-protected, OATO formulation. Another selected target is
moderate-to-severe forms of systemic lupus erythematosus (SLE),
using the same oral formulation. ATO has shown good safety and
significant clinical efficacy on several affected organs (skin,
mucosae and the gastrointestinal tract) in an early Phase 2a study.
Systemic sclerosis is also part of the clinical pipeline of
BioSenic. This serious chronic disease badly affects skin, lungs or
vascularization, and has no actual current effective treatment.
Preclinical studies on pertinent animal models are positive, giving
good grounds to launch a Phase 2 clinical protocol.
- The allogeneic cell and gene therapy platform developed by
BioSenic, with differentiated bone marrow sourced Mesenchymal
Stromal Cells (MSCs), which can be stored at the point of use in
hospitals. ALLOB represents a unique and proprietary approach to
organ repair and specifically to bone regeneration, by turning
undifferentiated stromal cells from healthy donors into
bone-forming cells on the site of injury. ALLOB has recently been
evaluated in a randomized, double-blind, placebo-controlled Phase
2b study in patients with high-risk tibial fractures, using its
optimized production process, after a successful first safety and
efficacy study (Phase 1/2a) on fractured long bones, with
late-delayed union. However, in June 2023, BioSenic decided to
suspend its interventional trial on fracture healing using ALLOB,
following negative results obtained for the primary endpoint in
this exploratory Phase 2b clinical trial, interpreted as a failure
of a too early cell injection, just after fracture. BioSenic is now
focusing on determining the best time to optimise the efficacy of
ALLOB (choice between early or late treatment).
Note: Biosenic has reevaluated a previous
important and years-long clinical development program. In March
2023, after the clinical identification of distinct OA subtypes,
BioSenic delivered a new post-hoc analysis of its Phase 3 JTA-004
trial on knee OA, demonstrating positive action on the most
severely affected patient subpopulation. This new post-hoc analysis
drastically changes the therapeutic profile of the combined
components and allows for better patient targeting in future
clinical developments. This leads to a next generation of JTA,
off-the-shelf enhanced viscosupplement to treat knee osteoarthritis
(OA), made of a unique combination of mammalian plasma proteins,
derivatives of hyaluronic acid (a natural component of synovial
fluid in the knee) and a third active component. JTA or some
derivatives are intended to provide effective lubrication and
protection to the cartilage of the arthritic joint and to alleviate
osteoarthritic (OA) pain and inflammation. The company, will
nevertheless focus its present R&D and clinical activities on a
selective, accelerated development of its autoimmune (ATO/OATO)
platform.
For further information, please
contact:
BioSenic SAFrançois Rieger, PhD,
Chief Executive OfficerTel: +33 (0)671 73 31
59investorrelations@biosenic.com
International Media Enquiries:IB
CommunicationsNeil Hunter / Michelle BoxallTel: +44 (0)20
8943 4685neil.hunter@ibcomms.agency / michelle@ibcomms.agency
For French Investor Enquiries:Seitosei
ActifinGhislaine GasparettoTel: +33 (0)1 56 88 11
22ggasparetto@actifin.fr
Certain statements,
beliefs and opinions in this press release are forward-looking,
which reflect the Company or, as appropriate, the Company
directors’ current expectations and projections about future
events. By their nature, forward-looking statements involve a
number of risks, uncertainties and assumptions that could cause
actual results or events to differ materially from those expressed
or implied by the forward-looking statements. These risks,
uncertainties and assumptions could adversely affect the outcome
and financial effects of the plans and events described herein. A
multitude of factors including, but not limited to, changes in
demand, competition and technology, can cause actual events,
performance or results to differ significantly from any anticipated
development. Forward looking statements contained in this press
release regarding past trends or activities should not be taken as
a representation that such trends or activities will continue in
the future. As a result, the Company expressly disclaims any
obligation or undertaking to release any update or revisions to any
forward-looking statements in this press release as a result of any
change in expectations or any change in events, conditions,
assumptions or circumstances on which these forward-looking
statements are based. Neither the Company nor its advisers or
representatives nor any of its subsidiary undertakings or any such
person’s officers or employees guarantees that the assumptions
underlying such forward-looking statements are free from errors nor
does either accept any responsibility for the future accuracy of
the forward-looking statements contained in this press release or
the actual occurrence of the forecasted developments. You should
not place undue reliance on forward-looking statements, which speak
only as of the date of this press release.
Bone Therapeutics (LSE:0R55)
Historical Stock Chart
From Apr 2024 to May 2024
Bone Therapeutics (LSE:0R55)
Historical Stock Chart
From May 2023 to May 2024