(Boursier.com) — Dolphins announced, on February 16, the validation by its Board of Directors of the signing of a Letter of Intent (LOI) and entry into the exclusivity period, the purpose of which is the planned acquisition of 100% of the capital and voting rights of a company with international expertise in the EHS (Environment, Health and Safety) market.
The company announces today that it has raised, in the form of an OCABSA line of 2 million euros, the financing from its own funds to cover this operation.
The bond loan will consist of a maximum of 18 tranches capped at 2,000,000 euros each, made up of bonds convertible into shares (OCA) to which are attached share subscription warrants (BSA). Dolfines will decide on the issue of the tranches at any time, it being specified that a period of 44 trading days must elapse between two tranches.
The OCAs with a nominal value of 2,500 euros each will be subscribed at par and will have a maturity of 12 months. At maturity, the OCA will be converted by their holder into shares of the company on the basis of a conversion ratio corresponding to 92% of the lowest VWAP (average price weighted by the volume of the share) of the 15 days of stock exchange preceding the date of conversion.
The OCAs are not the subject of an application for admission to trading on the Euronext Growth market and consequently will not be listed.
The number of BSAs to be issued during each tranche drawing will be equal to the number of OCAs issued divided by the exercise price of the BSA corresponding to 115% of the VWAP for the 15 trading days preceding the request for issue of the tranche concerned. The Warrants are not transferable without the prior consent of the Company. They are not the subject of an application for admission to trading on a regulated market. They can be exercised at any time from the date of issue and within 60 months following their issue.
Dolfines recalls that, in 2022, it drew 2,454 OCAs under this financing contract, all converted into shares.
The funds raised will contribute to financing the acquisition of a company with international expertise in the EHS (Environment, Health and Safety) market, an operation for which a Letter of Intent (LOI) and entry into the period of he exclusivity whose object is the planned acquisition of 100% of the capital and voting rights of this company was validated by the Board of Directors of Dolfines on February 15, 2023.
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