Paris, June 3, 2022
VISIOMED GROUP (FR0013481835 – ALVMG), a key player in connected health in Europe, announces the payment of the balance of the acquisition of all the shares of Smart Salem by carrying out a reserved capital increase of €1.8 million subscribed by one of the shareholders of Smart Salem.
Making use of the delegation of competence under the terms of the 14
th
resolution of the Combined General Meeting of shareholders of the Company of April 22, 2022, VISIOMED GROUP carried out a capital increase of €1,860,628.12, issue premium included, by issuing 8,235,965 new ordinary shares at price of €0.22591501 per new share, issue premium included. These shares were fully subscribed by one of the former shareholders of Smart Salem, by way of compensation with the debt he holds against VISIOMED GROUP following the redemption of the shares of Smart Salem by the Company, in accordance with the contract acquisition.
The issue price of the new shares was set at €0.22591501 per share. This price represents a premium of 21.5% compared to the volume-weighted average of the Company’s share price on the Euronext Growth Paris market for the last ten (10) trading sessions, in accordance with the terms of the 14
th
resolution of the Combined General Meeting of shareholders of the Company of April 22, 2022.
The new shares issued are comparable to existing shares and admitted to trading on Euronext Growth Paris on June 8, 2022, on the same quotation line as the existing shares under the ISIN code FR0013481835. Following this operation, the share capital of VISIOMED GROUP amounts to €2,894,182.20, divided into 289,418,220 shares with a nominal value of €0.01. The participation of a shareholder holding 1% of the capital before this operation amounts to 0.97% post operation.
The attention of the public is drawn to the risk factors relating to the company and its activity, described in the 2021 Annual Financial Report available on the Company’s website (www.visiomed.fr). The realization of all or part of these risks is likely to have an unfavorable effect on the activity, the financial situation, the results, the development or the prospects of the company.
About VISIOMED GROUP
Founded in 2007, VISIOMED GROUP develops and markets innovative health products and services focused on uses. Its mission: to put innovation at the service of the health of all, starting from the needs of each one. BewellConnect®, its connected health subsidiary, today concentrates all the know-how of VISIOMED GROUP in terms of e-health for the general public as well as for players in the world of health with a complete ecosystem of solutions that improve prevention. , treatment and medical follow-up. It has developed and markets in particular
VisioCheck®
the 1
time
mobile and connected teleconsultation station weighing less than 300 grams.
In August 2021, VISIOMED GROUP acquired
Smart Salem
(smartsalem.ae), the only medical center digitized and accredited by the Dubai Ministry of Health (DHA) as well as the General Directorate of Residence and Foreign Affairs (GDRFA) in the United Arab Emirates.
Based in Paris, VISIOMED GROUP is listed on Euronext Growth (ALVMG). More information on visiomed.fr, smartsalem.ae and www.bewell-connect.com.
CONTACTS
Jérôme FABREGUETTES-LEIB | Fatou-Kine N’DIAYE |
Investor Relations | Financial Press Relations |
Phone: 01 53 67 36 78 | Tel: 01 53 67 36 34 |
© Visiomed Group SA 2022. The brands mentioned are the property of their respective authors. Reproduction prohibited, even partial, without prior authorization.
Warning
This press release, and the information it contains, does not constitute an offer to sell or subscribe, or the solicitation of an order to buy or subscribe, Visiomed Group shares in any country.
Pursuant to the provisions of article L.411-2 of the Monetary and Financial Code and article 211-2 of the general regulations of the Autorité des Marchés Financiers (“
MFA
”), this issue will not give rise to a Prospectus approved by the AMF.
The distribution of this press release in certain countries may constitute a violation of the legal provisions in force. Persons physically present in these countries and in which this press release is distributed must inform themselves about such restrictions and observe them.
This press release does not constitute a prospectus within the meaning of Regulation (EU) No. 2017/1129 of the European Parliament and of the Council of June 14, 2017 (the ”
Rules Prospectus
“).
With regard to the Member States of the European Economic Area other than France (the “Member States”), no action has been taken or will be taken to allow a public offering of securities making it necessary to publication of a prospectus in one of those Member States. Consequently, the securities cannot be offered and will not be offered in any of the Member States (other than France), except in accordance with the derogations provided for in Article 1(4) of the Prospectus Regulation, or in other cases not requiring not the publication by Visiomed Group of a prospectus under Article 3 of the Prospectus Regulation and/or the regulations applicable in these Member States.
This press release does not constitute a public offering of securities in the United Kingdom. It is intended only for persons who are considered to be (i) “investment professionals” (persons with professional investment experience) within the meaning of section 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the “Order”), (ii) being persons falling within the scope of Article 49(2)(a) to (d) (“high net worth companies, unincorporated associations, etc.”) of the Order, or (iii) persons to whom an invitation or inducement to engage in investment activity (as defined in section 21 of the Financial Services and Markets Act 2000) in the context of the issue or sale of financial securities could be legally addressed (all these persons being referred to together as the “Relevant Persons”). Anyone other than a Relevant Person should refrain from using or relying on this announcement in the UK. Any investment or investment activity relating to this press release may only be carried out by Relevant Persons.
The shares which would be issued in connection with this capital increase have not been and will not be registered in accordance with the United States Securities Act of 1933, as amended (the ”
US Securities Act
”) and may not be offered or transferred in the United States of America without registration or exemption from registration in accordance with the US Securities Act. Visiomed Group does not intend to register the offer, in whole or in part, in the United States of America, nor to make an offer to the public in the United States of America.
The distribution of this press release in certain countries may constitute a violation of the legal provisions in force. The information contained in this press release does not constitute an offer of securities in the United States, Canada, Australia, Japan or any other country. This press release may not be published, transmitted or distributed, directly or indirectly, in the territory of the United States, Canada, Australia or Japan.
This release contains non-factual materials, including, but not limited to, certain statements regarding future results and other future events. These statements are based on the current view and assumptions of the Company’s management. They incorporate known and unknown risks and uncertainties that could cause actual results, profitability and expected events to differ materially. Furthermore, Visiomed Group, its shareholders and its respective affiliates, directors, officers, counsel and employees have not verified the accuracy of, and make no representations or warranties about, the statistical information or the forward-looking information contained herein. release that are or are derived from third party sources or industry publications. These statistical data and forward-looking information are used in this press release for informational purposes only.
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