TiGenix: Notice in relation to the convertible bonds due 2018
(Thomson Reuters ONE) -
NOTICE
THIS NOTICE IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR
ANY JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL
TiGenix: notice in relation to the convertible bonds due 2018
Leuven (BELGIUM) - 3 July 2015 - TiGenix NV (Euronext Brussels: TIG; the
"Issuer"), an advanced biopharmaceutical company focused on developing and
commercialising novel therapeutics from its proprietary platform of allogeneic
expanded adipose-derived stem cells in inflammatory and autoimmune diseases, is
giving this notice in relation to the ?25,000,000 9% senior unsecured
convertible bonds due 2018 (ISIN Code: BE6276591128) (the "Bonds") issued by the
Issuer.
It is hereby announced that on 25 June 2015, among others, the following
Extraordinary Resolutions were passed pursuant to Condition 13.1 and paragraphs
25 and 26 of Schedule 1 to the Trust Deed:
(a) assent to the waiver of the Issuer's obligations set out in Condition
11(l), namely that the Issuer shall "make or cause to be made an application for
the Bonds to be admitted to trading on the Open Market (Freiverkehr) segment of
the Frankfurt Stock Exchange or any other internationally recognised, regularly
operating, regulated or non-regulated stock exchange (the "Admission") within
three months following the Closing Date and to use its best endeavours to
maintain such Admission for so long as any of the Bonds remain outstanding";
(b) assent to the waiver of each of the Issuer's and the Guarantor's
obligations set out in Clause 13(k) of the Trust Deed, namely that the Issuer
and the Guarantor shall "use its best endeavours to maintain the listing of the
Bonds on the Stock Exchange";
(c) authorise, direct, request and empower the Trustee to concur,
pursuant to Clause 18 of the Trust Deed, in granting the waivers referred to in
paragraphs (a) and (b) so that Condition 11(l) and Clause 13(k) of the Trust
Deed are deemed deleted and, in order to give effect thereto and to implement
the same, forthwith to execute a supplemental trust deed.
On 25 June 2015, the Issuer, TiGenix S.A.U. (the "Guarantor") and BNP Paribas
Trust Corporation UK Limited (the "Trustee") entered into a first supplemental
trust deed (the "First Supplemental Trust Deed") to effect the above waivers.
Interpretation
Save as otherwise defined in this notice, words and expressions used herein have
the meanings given to them in the trust deed dated 6 March 2015 (as supplemented
by the First Supplemental Trust Deed and as further modified and/or supplemented
and/or amended from time to time) and made between the Issuer, the Guarantor and
the Trustee (the "Trust Deed").
For more information:
Claudia D'Augusta
Chief Financial Officer
T: +34 91 804 92 64
Claudia.daugusta(at)tigenix.com
About TiGenix
TiGenix NV (Euronext Brussels: TIG) is an advanced biopharmaceutical company
focused on developing and commercialising novel therapeutics from its
proprietary platform of allogeneic, or donor-derived, expanded adipose-derived
stem cells, known as eASCs, in inflammatory and autoimmune diseases. Two
products from this technology platform are currently in clinical development.
Cx601 is in Phase 3 for the treatment of complex perianal fistulas in Crohn's
disease patients. Cx611 is in Phase 2b for early rheumatoid arthritis, and in
Phase 1b for severe sepsis. TiGenix also developed ChondroCelect, an autologous
cell therapy product for cartilage repair of the knee, which was the first
Advanced Therapy Medicinal Product (ATMP) to be approved by the European
Medicines Agency (EMA). From June 2014, the marketing and distribution rights of
ChondroCelect have been exclusively licensed to Sobi for the European Union
(except for Finland, where it is distributed by the Finnish Red Cross Blood
Service), Norway, Russia, Switzerland and Turkey, and the countries of the
Middle East and North Africa. TiGenix is headquartered in Leuven (Belgium) and
has operations in Madrid (Spain). For more information, please visit
www.tigenix.com.
This announcement is distributed by GlobeNewswire on behalf of
GlobeNewswire clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: TiGenix via GlobeNewswire
[HUG#1934058]
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