AMOEBA (EPA:ALMIB) - Amoéba announces the signature of an amendment to the contract for the issue of bonds convertible into shares with an incentive program (OCAPI)

Transparency directive : regulatory news

09/03/2020 18:00

PRESS RELEASE

AMOEBA announces the signature of an amendment to the contract for the issue of
bonds convertible into shares with an incentive program (OCAPI)

Chassieu (France), March 09, 2020 - AMOEBA (FR0011051598 - AMEBA), producer of
a biological biocide capable of eliminating the risk in water and human wounds,
and of a biocontrol product for plant protection, still in the testing phase,
announces the signature of an amendment to the contract for the issue of bonds
convertible into shares with an incentive program (OCAPI).

In the press release dated December 17, 2019, Amoéba announced the signature
of a contract for the issue of bonds convertible into shares with a
profit-sharing program (the "Contract") for a total nominal amount of EUR 6.240
million to the benefit of Nice & Green SA, a private company under Swiss law
specialized in providing financing solutions adapted to listed companies (the
"Investor"). This transaction was the subject of a prospectus approved by the
AMF (visa no. 20-011) on 16 january 2020 (the "Prospectus").

The Shareholders' Meeting convened to authorise this operation could not be
held on 30 January 2020 due to a lack of quorum. A meeting was called on second
notice on March 13, 2020.

Due to the absence of quorum at the General Meeting of January 30, 2020, the
OCA issuance schedule initially provided for in the Contract and set forth in
the Prospectus had to be modified. An amendment to the Contract was signed
today between the parties to modify the issuance schedule, as follows:

Date                             OCA
Monday 6 april 2020             1 to 26
Monday 4 may 2020              27 to 52
Thursday 4 june 2020           53 to 78
Monday 6 july 2020            79 to 104
Thursday 6 august 2020       105 to 130
Friday 4 september 2020      131 to 156
Tuesday 6 october 2020       157 to 182
Friday 6 november 2020       183 to 208
Friday 4 december 2020       209 to 234
Wednesday 6 january 2021     235 to 260
Thursday 4 february 2021     261 to 286
Thursday 4 march 2021        287 to 312

The Contract has not been subject to any other significant changes in relation
to the information disclosed in the Prospectus; in particular, this amendment
has not given rise to any additional fees or commissions.

We remind you that the effective implementation of the financing will be
submitted to the approval of Amoéba's shareholders at the Ordinary and
Extraordinary General Meeting to be held on second call on March 13, 2020, in
order to delegate to the Board of Directors the authority to decide on the
issue of bonds convertible into shares with cancellation of the shareholders'
preferential subscription right in favor of the Investor.

We also remind you that the issuance by Amoéba of the OCAs and their
correlative subscription by the Investor are subject to the fulfilment of
certain conditions precedent (see press release dated December 17, 2019).

As indicated in the Prospectus, this transaction should enable Amoéba to
continue its activities from August 2020 until August 2021 and to finance in
order of priority:

(i) the current expenses related to the activity over the period for nearly
5,290 KEUR and in particular the expenses committed to:
- ensure operational costs (in particular salaries, legal and financial fees,
  including the interest on the EIB loan disbursed annually) up to EUR2,690k;
- support research and development activities on the biocontrol application for
  the prevention of plant diseases such as downy mildew, potato downy mildew,
  cereal rust up to EUR1,600k; and
- support the applications for authorisation of the active substance biocide
  and the plant protection substance in Europe and the United States up to
  EUR1,000k.

(ii) the payment of the repayable advances from BPI France and bank loans,
including debts on rental bonds, for a total of EUR500k. As a reminder, this
amount does not include the EIB loan and its capitalized accrued interest (to
be paid back in November 2022) and bonds issued but not converted at 31
December 2019.

(iii) the incompressible costs inherent in the proposed issuance of OCAs for
the company of EUR100k.

About AMOEBA:
Amoéba's ambition is to become a major player in the treatment of bacterial
risk in the fields of water, healthcare and plant protection. Our biological
solution is an alternative to chemical products widely used today. Amoéba is
currently focusing on the market of industrial cooling towers estimated at
EUR1.7Bn (1) on a global chemical biocide market for water treatment, evaluated
at EUR21Bn (2) and on the biocontrol market for plant protection estimated
globally at EUR1.6Bn (4). In the future, the Company is looking at developing
new applications such as chronic wound care, estimated at EUR 751 million (3)
in the USA. Sales of associated products with healthcare, biocides and crop
protection are subject to the Company being granted local regulatory market
authorizations. The Company is currently in a trial phase for biocidal and
plant protection applications and does not market any products.

Created in 2010, based in Chassieu (Lyon, France) with a subsidiary in Canada
and in the United States, Amoéba is quoted on the compartment C of Euronext
Paris. The Company is a member of the BPIfrance Excellence network and is
eligible for the PEA-PME SME equity savings plan setup. More information on
www.amoeba-biocide.com.

(1): Amoéba data combined from sources: DRIRE 2013, Eurostat, ARHIA 2013
(2): Sources combined by Amoéba from water treaters, Freedonia, Eurostat et
     MarketsandMarkets
(3): BCC Research, "Markets for Advanced Wound Management Technologies,"
     Wellesley, MA, 2017
(4): Biopesticides Worldwide Market 2013, CPL, Wallingford, UK

Contacts:

Amoéba
Valérie FILIATRE
General Manager
+33 (0)4 26 69 16 00
valerie.filiatre@amoeba-biocide.com

Investors Relations
Grégory BOSSON
Agence Calyptus
+33(0)1 53 65 37 90
gregory.bosson@calyptus.net

Medias relations
Constance LOZET
Agence Ekno
+33(0)7 78 41 19 70
constance.lozet@ekno.fr

Disclaimer
This press release contains certain forward-looking statements concerning
AMOEBA which are based on its own assumptions and hypothesis and on information
that are available to us. However, AMOEBA gives no assurance that the estimates
contained in such forward-looking statements will be verified, which estimates
are subject to numerous risks including the risks set forth in the reference
document of AMOEBA filed with the French Financial Markets Authority (Autorité
des Marchés Financiers) on April 25, 2019 under number D19-0383 (a copy of
which is available on www.amoeba-biocide.com). The forward-looking statements
contained in this press release are also subject to risks not yet known to
AMOEBA or not currently considered material by AMOEBA. The occurrence of all or
part of such risks could cause actual results, financial conditions,
performance or achievements of AMOEBA to be materially different from such
forward-looking statements.

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AMOEBA (EPA:ALMIB) - Amoéba announces the signature of an amendment to the contract for the issue of bonds convertible into shares with an incentive program (OCAPI)

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