EOS imaging Raises €8.7m in a Private Placement

Regulatory News:

EOS Imaging (Paris:EOSI) (Euronext, FR0011191766 – EOSI - Eligible for PEA-PME savings schemes in France), (the « Company »), the pioneer in 2D/3D orthopaedic medical imaging, announced today that it has raised c. €8.7m via a private placement in the USA and in Europe. The Company has placed 1,789,909 new shares at a nominal value of €0.01, for a price of €4.85 each, which leads to a total amount of c. €8.7m. In accordance with its subscription commitment, Bpifrance has subscribed to the offering for an amount of c. €2.1m, increasing its holding to 9.1% of the share capital.

On an illustrative basis, a shareholder holding 1% of EOS imaging’s capital before the offering will now hold a stake of 0.91%.

Raised funds will be used by EOS imaging to finance its development projects and to seize possible growth opportunities. Marie Meynadier, CEO of EOS imaging, comments: "We are really pleased by the successful outcome of this operation, which undoubtedly shows investors’ confidence in our strategy and will enable us to better implement it”

The operation has been authorized on September 1^st 2015. The operation was carried out following the decision adopted by the Board meetings of October 5^th 2015 and the CEO’s decision as of October 6^th 2015 in accordance with the 11^th and 12^th resolutions of the shareholder’s general meeting held on June 17^th 2015 and at a negotiated price representing a 10% discount on the average closing price of the Company’s share over the last 10 trading days prior to the launch of the operation.

The capital increase was carried out via the issuance of ordinary shares without preferential subscription rights through a private placement amongst qualified investors in accordance with Article L. 411-2 II of the French Monetary and Financial Code (Code monétaire et financier). The new shares will be admitted to trading on the Euronext regulated market in Paris under ISIN FR0011191766 – EOSI. EOS imaging’s share capital will consists of 20,228,974 shares following the settlement-delivery.

Within the framework of the private placement, the Company has entered into a 90-day lock-up agreement from the settlement-delivery date. The Company’s main shareholders (Bpifrance, EDRIP and NBGI) have also signed a lock-up agreement with regard to the Company’s shares they hold during the 90 days that follow the private placement’s settlement-delivery date. This agreement may be waived by the Global Coordinator and Joint-Lead Manager.

The private placement is being conducted by Société Générale Corporate & Investment Banking acting as Global Coordinator and Joint-Lead Manager and by Gilbert Dupont acting as Joint-Lead Manager.

This operation will not lead to the drafting of a prospectus requiring a visa from the AMF (Autorité des Marchés Financiers, the French stock market authority). Detailed information about EOS imaging, notably regarding its activity, results and related risk factors, are laid out in the Company’s reference document registered with the AMF on April 29^th 2015 under reference number 15-028, and can be found, along with other regulated information and all of the Company’s press releases, on EOS imaging website (http://www.eos-imaging.com)

EOS imaging has been chosen to be included in the new EnterNext© PEA-PME 150 index, composed of 150 French companies and listed on Euronext and Alternext markets in Paris.

EOS imaging is listed on Compartment C of Euronext Paris
ISIN: FR0011191766 – Ticker: EOSI

Next press release: revenue for the 3^rd quarter of 2015, on October 21, 2015 (after market).

About EOS imaging
EOS imaging designs, develops, and markets EOS®, an innovative medical imaging system dedicated to osteoarticular pathologies and orthopaedics, as well as associated solutions. The Company is authorized to market in 48 countries, including the United States (FDA), Japan and the European Union (EC). The Group posted 2014 revenues of €20.1 million and employs 107 people including an R&D team of 39 engineers. The Group is based in Paris and has five subsidiaries in Besançon (France), Cambridge (Massachusetts), Montreal (Canada), Frankfurt (Germany) and Singapore.

This document does not, and shall not, in any circumstances, constitute a public offering nor an invitation in any jurisdiction in connection with any offer.

This document does not constitute or form part of an offer or solicitation of an offer to purchase or subscribe for securities in France. The securities referred to herein may not be and will not be offered or sold to the public in France except to qualified investors ("investisseurs qualifiés") and/or to a limited group of investors ("cercle restreint d’investisseurs") acting for their own account, as defined 3 in, and in accordance with Articles L. 411-2 and D. 411-1 to D. 411-3 of the French Monetary and Financial Code.

This document is only being distributed to, and is only directed at, persons in the United Kingdom that (i) are "investment professionals” falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Order"), (ii) are persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations, etc.") of the Order, or (iii) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "relevant persons").

This document is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this document relates is available only to relevant persons and will be engaged in only with relevant persons.

This document has been prepared on the basis that any offer of the new shares in any Member State of the European Economic Area ("EEA") which has implemented the Prospectus Directive (2003/71/EC) (each, a "Relevant Member State") will be made pursuant to an exemption under the Prospectus Directive, as implemented in that Relevant Member State, from the requirement to publish a prospectus. Accordingly any person making or intending to make any offer in that Relevant Member State of securities which are the subject of the placement contemplated in this document may only do so in circumstances in which no obligation arises for the Company or any of the financial intermediaries to publish a prospectus pursuant to Article 3 of the Prospectus Directive, as amended by the Amending Prospectus Directive (2010/73/UE) in relation to such offer. Neither the Company nor the financial intermediaries have authorized, nor do they authorize, the making of any offer of the new shares in circumstances in which an obligation arises for the Company or any of the financial intermediaries to publish prospectus for such offer. This document is an advertisement and not a prospectus for the purposes of applicable measures implementing Directive 2003/71/EC.

This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.

These materials are not for distribution in the United States, Canada, Japan or Australia. The information in these materials does not constitute an offer of securities for sale in the United States, Canada, Japan or Australia.

Not for release, publication or distribution, directly or indirectly, in the USA, Canada, Australia or Japan.
This press release is not intended as an offer, and is for information purposes only.

View source version on businesswire.com: http://www.businesswire.com/news/home/20151005006834/en/