OXATIS (EPA:ALOXA) - GREAT SUCCESS OF THE INITIAL PUBLIC OFFERING OF OXATIS ON EURONEXT GROWTH
Transparency directive : regulatory news
19/04/2018 18:46
Click here to download pdf version
PRESS RELEASE
Paris, 19 April 2018
GREAT SUCCESS OF THE INITIAL PUBLIC OFFERING OF OXATIS ON EURONEXT GROWTH
EUR 12.3 MILLION OF FUNDS RAISED
- EUR12.3 million raised under the Private Placement and the Open Price Offer
after full exercise of the extension clause, which may be increased by up to
EUR14.1 million if the over-allotment option is fully exercised
- Offer price per share set at the upper part of the range at EUR11.50
(Indicative price range of the Offer between EUR9.14 and EUR12.36)
- Demand of nearly EUR22 million, i.e. an offering 2 times oversubscribed
- Trading to begin on the Euronext Growth on 24 April 2018
Oxatis, a technology expert in e-commerce SaaS, announces its very successful
initial public offering on Euronext Growth Paris (ISIN Code: FR0013328184 /
Symbol: ALOXA).
In light of the strong demand, Oxatis's Board of Directors today set the offer
price at EUR11.50 per share, at the upper part of the indicative price range
(between EUR9.14 and EUR12.36).
Furthermore, it decided to fully exercise the extension clause, enabling Oxatis
to raise EUR12.3 million, which may be increased by up to EUR14.1 million if
the over-allotment option is fully exercised.
Total demand came to 1,888,521 shares, representing an offering oversubscribed
2 times(1). In particular, the offering has benefited from a strong demand from
institutional investors whose demand reached to 1,599,974 shares, i.e. a demand
in excess of EUR18,4 million at the offer price, or an oversubscription rate of
nearly 2 times.
The number of shares allocated under the Private placement amounts to 1,085,956
new shares, corresponding to an amount of EUR12.5 million. In the case of the
Open Price Offer, 144,274 shares have been allocated, or EUR1.7 million. A1
orders (from 10 shares up to 200 shares inclusive) will be 74% honoured and A2
orders (over 200 shares) will be 0% honoured.
The total number of shares issued following the full exercise of the extension
clause amounts to 1,069,766 new shares, plus 326,084 new shares created on
automatic redemption of the callable bonds issued by the Company. Given the IPO
price of EUR11.50 per share, Oxatis has a market capitalisation of EUR49.1
million. Following the IPO, the total number of Oxatis outstanding shares is
now 4,271,536. The free float is 25% of the capital before the exercise of the
over-allotment option.
(1) Based on the initial offering: private placement and open price offer,
excluding the extension clause and over-allotment option.
Oxatis has granted Porzamparc (BNP Paribas Group) an over-allotment option,
exercisable from 24 April 2018 to 18 May 2018 (inclusive), for a maximum of
160,464 new shares, or a maximum amount of EUR1.8 million.
Settlement/delivery of the new shares issued under the private placement and
the OPO is scheduled for 23 April 2018. Trading of Oxatis shares on the
Euronext Growth market will begin on 24 April 2018, on continuous listing,
under ISIN code FR0013328184 and ticker symbol ALOXA.
A liquidity contract will be implemented not later than the end of the
potential stabilisation period (from 24 April 2018 to 18 May 2018). Its
implementation will be announced to the market in due course, in compliance
with applicable local regulatory and legal requirements.
On completion of the IPO, Marc Schillaci, Chairman and CEO of Oxatis,
commented: "Oxatis's stock market listing is a source of immense pride for all
our employees and partners. It is also, for Marc Heurtaut and myself, the
culmination of a long entrepreneurial career. From now on, the company is also
your company. This is the start of a new and even more exciting adventure for
Oxatis. I want to thank all the French and international shareholders,
institutions and private individuals, who have put their faith in us, backing
us at the start of our journey with this successful stock market launch. Our
ambition was to expand. Thanks to your support we now have the resources to
make it happen. With the boost to visibility the listing has given us, our
European ambitions and our proposed business model, we will now be able to
seize new opportunities that will change the Group."
Post-transaction breakdown of share ownership
Following the IPO, Oxatis's share capital is distributed as follows:
Before IPO After IP0(1)
(after the full exercise of the
extension clause)
Number of % of capital Number of % of capital
shares and voting shares and voting
rights rights
Marc SCHILLACI 208 314 7.24% 208 314 4.88%
CALMI (EURO 78 020 2.71% 78 020 1.83%
Famille
SCHILLACI 81 000 2.82% 81 000 1.9%
Marc HEURTAUT 91 698 3.19% 91 698 2.15%
SUN FLARE
INVESTMENT 70 000 2.43% 70 000 1.64%
Sub-total
Founders /
managers 529 032 18.4% 529 032 12.39%
Funds
TempoCap 2 GP
(jersey) Limited 899 302 31.27% 1 042 018 24.39%
Funds Omnés
Capital 873 878 30.39% 1 012 464 23.7%
SofiOuest 282 526 9.82% 327 308 7.66%
Sub-total
Financial
investors 2 055 706 71.49% 2 381 790 55.76%
Other private
investors 290 948 10.12% 290 948 6.81%
Employees - 0,00% - -
Free float - 0,00% 1 069 766 25.04%
Total 2 875 686 100% 4 271 536 100%
After IP0 After IP0
on a fully diluted basis(2) on a fully diluted basis(2)
(after the full exercise (after the full exercise of the
of the extension clause) extension clause and after the
exercise of the over-allotment
option)
Number of % of capital Number of % of capital
shares and voting shares and voting
rights rights
265 248 5.95% 265 248 5.74%
78 020 1.75% 78 020 1.69%
81 000 1.82% 81 000 1.75%
116 766 2.62% 116 766 2.53%
70 000 1.57% 70 000 1.51%
611 034 13.7% 611 034 13.22%
1 042 018 23.36% 1 042 018 22.55%
1 012 464 22.7% 1 012 464 21.91%
327 308 7.34% 327 308 7.08%
2 381 790 53.39% 2 381 790 51.54%
290 948 6.52% 290 948 6.3%
107 400 2.41% 107 400 2.32%
1 069 766 23.98% 1 230 230 26.62%
4 460 938 100% 4 621 402 100%
(1) Including the creation of 326,084 new shares issued on automatic redemption
of the callable bonds
(2) On a fully diluted basis including the full exercise of BCE (BSPCE) and the
creation of 326,084 new shares issued on automatic redemption of the
callable bonds
Next steps of the offer
23 April 2018 Settlement/delivery of the securities
24 April 2018 Start of trading on Euronext Growth Paris
Start of possible stabilisation period
18 May 2018 Deadline for exercising the Over-Allotment Option
End of possible stabilisation period
COMPANY DESCRIPTION
Since its creation, Oxatis has aimed to enable SMEs to take advantage of
e-commerce opportunities by giving them access to technological solutions that
were previously reserved for leaders in the field of online sales. To succeed,
Oxatis has developed a SaaS platform allowing companies to benefit from over
400 features enabling them to launch and develop their merchant site. The
success of this technology platform has been quick. In 2017, Oxatis already had
nearly 7,000 customers. The company operates in four European countries
(France, United Kingdom, Spain, Italy). In 2017, Oxatis reported revenue of
EUR9.6 million, an increase of 31%. The loyalty of its SaaS customers means
that this growth is accompanied by a high level of recurring activity: 83% of
total revenue in 2017. For more information, visit www.oxatis.com.
Contacts
Oxatis
Jean-Christophe Brun
+33 04 90 26 26
investor@oxatis.com
Financial Communications
Benjamin Lehari
+33 01 56 88 11 25
blehari@actifin.fr
Corporate Press Relations
Bruno Lorthiois
+33 06 78 97 07 24
lablcoms@gmail.com
Financial Press Relations
Isabelle Dray
+33 01 56 88 11 29
idray@actifin.fr
MAIN CHARACTERISTICS OF THE OFFER
Offer price
The price of the shares offered under the Open Price Offer and the the Private
Placement is set at EUR11.50 per share.
Size of and gross proceeds from the offer
The number of new shares issued in the offer amounts to 1,069,766 after the
full exercise of the extension clause and before the exercise of the
over-allotment option. Total gross proceeds from the issue stand at EUR12.3
million after the full exercise of the extension clause and before the exercise
of the over-allotment option.
Oxatis has granted Portzamparc (BNP Paribas Group) an over-allotment option,
exercisable from 24 April 2018 to 18 May 2018 (inclusive), for a maximum of
160,464 new shares, or a maximum amount of EUR1.8 million.
Allotment of the offer
- Private placement: 1,085,956 shares have been allocated to institutional
investors, or EUR12.5 million and approximately 88% of shares issued;
- Open Price Offer: 144,274 shares have been allocated under the OPO tranche,
or EUR1.7 million and approximately 12% of shares issued (i.e. 16% of the
initial offer before extension clause). A1 orders (from 10 shares up to 200
shares inclusive) will be 74% honoured and A2 orders (over 200 shares) will
be 0% honoured.
Lock-up commitment entered into by the Company and its historical shareholders
- The Company's lock-up commitment: 180 days;
- The founding shareholders' lock-up commitment: 365 days;
- The financial shareholders' lock-up commitment: 180 days.
PRESENTATION OF THE STAKEHOLDERS*
Listing Sponsor Joint Lead Manager & Joint Bookrunner
SPONSOR Finance GILBERT Portzamparc
DUPONT GROUPE BNP PARIBAS
GROUPE SOCIETE GENERALE
Auditor Communications agency Solicitors
KPMG Actifin LAMY LEXEL
Communication finacière Avocats d'entreprises
Characteristics of the shares
- Name: OXATIS
- Trading Symbol: ALOXA
- ISIN code: FR0013328184
- Market quoted on: Euronext Growth Paris
- ICB Classification: 9538 - Software
- Eligibility for PEA-PME BPI Entreprise innovante qualification*
* These devices are conditional and within the ceilings available. Interested
parties should contact their financial advisor.
AVAILBILITY OF THE PROSPECTUS
Copies of the Prospectus approved by the AMF on 4 April 2018 under number
18-107, consisting of its Registration Document filed with the AMF on 26 March
2018 under Number I.18-007 and the Securities Note (including the summary of
the Prospectus) are available free of charge upon request from Oxatis's
registered office (Immeuble Acropolis 171 bis chemin de la Madrague Ville,
13002 Marseille, France), and on the websites of Oxatis (www.oxatis.com) and
the AMF (www.amf-france.org).
RISK FACTORS
Any investment in shares involves risks. Before making their investment
decision, investors should refer to Chapter 4 "Risk factors" of the
Registration Document registered on 26 March 2018 under No. I.18-007 and
Chapter 2 "Risk factors relating to the offer", and in particular liquidity
risk, of the securities note.
Disclaimer
This press release and the information it contains is neither an offer to buy
or sell, nor a call to buy or sell shares in Oxatis.
The dissemination, publication or distribution of this press release in some
countries may constitute a breach of the legal and regulatory provisions in
force. Consequently, persons physically present in such countries and in those
where this press release is disseminated, published or distributed must learn
about and comply with these laws and regulations.
This press release is promotional in nature and not a prospectus per the
Prospectus Directive.
This press release is not an offer to sell securities in the United States of
America or any other jurisdiction. The securities are not registered under the
U.S. Securities Act of 1933 as amended ("U.S. Securities Act") and cannot be
offered or sold in the United States of America without registration or
exemption from the registration requirement pursuant to the U.S. Securities
Act. Oxatis does not plan to register any securities or make any offer in the
United States of America.
As for the Member States of the European Economic Area, other than France, that
have enacted Directive 2003/71/EC of the European Parliament and the Council of
4 November 2003 into law as well as, where applicable, the amendments to that
directive (the "Prospectus Directive"), no action has been taken nor shall be
taken in order to make it possible to sell the securities discussed in this
press release, which requires Oxatis to publish a prospectus in any of the
Member States (other than France). Consequently, the securities cannot be
offered and shall not be offered in any of the Member States (other than
France), except under the exceptions provided in Article 3(2) of the Prospectus
Directive, if they have been enacted into the laws of the relevant Member
State(s), or in other cases that do not require Oxatis to publish a prospectus
under the Prospectus Directive and/or the regulations applicable in those
Member States.
This press release does not contain, nor does it constitute, an invitation,
encouragement or inducement to invest. This press release is intended solely
for those persons who (1) are not located in the United Kingdom;
(2) are "investment professionals" under the provisions of Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as
amended) (the "Order"); or (3) are "high net worth entities" and other persons
to whom it can be legally disclosed, under the provisions of Article
49(2)(a)-(d) of the Order (persons mentioned in (1), (2) and (3) are jointly
referred to as "Authorised Persons"). This press release may not be used or
referred to by unauthorised persons. Any investment or investment activity
related with this press release is reserved for Authorised Persons and may only
be carried out by Authorised Persons.
No copy of this press release is, nor shall be, distributed or sent, directly
or indirectly, to the United States of America, Canada, Japan, or Australia.
Do not publish directly or indirectly in the United States, Canada, Australia
or Japan