Further to the announcement on 9 April, 2014 of its intention to raise funds through an initial public offering, Mainstay Medical International plc (“Mainstay” or the “Company”) announces the successful pricing of its initial public offering of new ordinary shares by way of a public offering in France and of an international private placement to institutional investors (the “Offer”), the number of new ordinary shares comprised in the offer and the timing for admission of its existing and new ordinary shares (“Ordinary Shares”) to trading on the regulated market of Euronext Paris and on the Enterprise Securities Market (“ESM”) of the Irish Stock Exchange.
Mainstay is an Irish medical device company with operations in Ireland, Australia and the United States. Mainstay is focused on the development of ReActiv8®, an innovative implantable medical device designed to treat people with Chronic Low Back Pain (CLBP).
HIGHLIGHTS
- The Offer comprises 851,175 new Ordinary Shares representing gross proceeds of an amount of €18.0 million, excluding any Ordinary Shares that may be issued under the Over-allotment Option.
- The Offer price has been set at €21.15 per new Ordinary Share (“Offer Price”).
- The size of the Offer may be increased by up to 45,953 new Ordinary Shares issued in the case of exercise, in part or in full, of the Over-allotment Option within 30 days after the Offer Price is made public.
- On commencement of unconditional dealings, the Company will have a market capitalisation, based on the Offer Price, of approximately €90.0 million.
- The gross proceeds will be used to conduct clinical trials, initially in Australia and then additionally in Europe, to submit an application for CE mark approval and for general corporate purposes.
- Retail investors who applied for Ordinary Shares under the retail offer have been allocated 16,783 Ordinary Shares, corresponding to €0.4 million, or 2.0% of the new Ordinary Shares.
- Institutional investors who applied for Ordinary Shares under the institutional private placement have been allocated 834,392 Ordinary Shares, corresponding to €17.6 million, or 98.0% of the new Ordinary Shares. Of the Ordinary Shares allocated to institutional investors, 355,791 Ordinary Shares were allocated to US Qualified Institutional Buyers (QIBs), corresponding to €7.5 million, or 41.8% of the new Ordinary Shares.
- Mainstay’s major institutional shareholders (Sofinnova Partners, Fountain Healthcare Partners, Medtronic, Inc., Capricorn Venture Partners and Seventure Partners Managed Funds) invested €8 million in the Offer. David Brabazon, a director of Mainstay, invested €0.1 million in the Offer.
- Following commencement of unconditional dealings:
- Existing shareholders will hold 83.3% of the Ordinary Shares; and
- Directors will hold 14.1% of the Ordinary Shares.
- Conditional dealings in the Ordinary Shares on Euronext Paris (under the “if and when issued” product line: MAINSTAY AIW) and the ESM are expected to commence at 9:00 a.m. (CET) on 29 April 2014.
- Settlement and delivery is expected to occur on 2 May 2014, with unconditional dealings in Ordinary Shares on the ESM expected to start at 9:00 a.m. (CET) on 2 May 2014 and on 5 May 2014 on Euronext Paris.
Dr Oern Stuge, Chairman, said:
“The successful initial public offering marks a major milestone in the company’s progress and we are now ready to move on to the next stage of our development as a listed company. We are very pleased that our IPO has been so well received by institutional and retail investors, who have recognised that Mainstay’s unique and innovative approach to the treatment of debilitating CLBP not only addresses an important clinical need, but moreover creates an interesting investment opportunity. We have recently commenced clinical trials of ReActiv8 and we continue to diligently execute our plans to obtain regulatory approval and subsequent commercialisation.”
Further Information
- Kempen & Co and Société Générale Corporate & Investment Banking are acting as Joint Bookrunners in connection with the Offer. Davy is acting as Prospectus adviser, ESM adviser and Co-Lead Manager.
- This Pricing Statement relating to the Offer will be made available on the Company’s website at www.mainstay-medical.com.
- Capitalised terms used but not defined herein shall have the meaning given to those terms in the Prospectus.
OFFER STATISTICS
Price (per Ordinary Share) €21.15
Number of Ordinary Shares that will be in issue immediately prior to the commencement of unconditional dealings 3,404,702
Number of Ordinary Shares issued in the Offer (1) 851,175
Maximum number of Ordinary Shares that may be issued under the Over- allotment Option 45,953
Estimated gross proceeds of the Offer receivable by the Company (2) €18.0 million
Estimated net proceeds of the Offer receivable by the Company (2) €14.5 million
Market Capitalisation of the Company at the Offer Price on the commencement of unconditional dealings €90.0 million
Euronext / ESM ticker MSTY
ISIN Code IE00BJYS1G50
(1) The Extension Clause was not exercised, and assuming no exercise of the Over-allotment Option.
(2) Assumes no exercise of the Over-allotment Option.
About Mainstay Medical
Mainstay Medical is an Irish medical device company that is developing an innovative implantable neurostimulation device, ReActiv8, for people with debilitating Chronic Low Back Pain.
Mainstay is headquartered in Dublin, Ireland and has subsidiaries in the Australia and the United States. Mainstay is backed by investors including Sofinnova Partners (France), Fountain Healthcare Partners (Ireland), Medtronic (USA), Capricorn Venture Partners (Belgium), Seventure Partners (France) and Twin Cities Angels (Minneapolis, USA).
Chronic Low Back Pain
Chronic Low Back Pain is generally defined as Low Back Pain where the pain persists for more than three months. Low Back Pain is a leading cause of activity limitation and work absence throughout much of the developed world, imposing a high economic burden on individuals, families, communities, industry, and governments. The Company estimates that in approximately 7% of all cases of Low Back Pain, the pain persists for more than three months.
About ReActiv8
ReActiv8 represents a new approach to the treatment of Chronic Low Back Pain. ReActiv8 is an implantable neurostimulation device which applies electrical stimulation to nerves that supply one of the key stabilising muscles in the back, the lumbar multifidus muscle. The hypothesis on which ReActiv8 is based is that electrical stimulation of the nerve that innervates the lumbar multifidus muscle to cause contraction of the muscle can help reactivate the muscle control system, thereby leading to improved spine stability and a reduction in the effects of CLBP.
Further information is available at www.mainstay-medical.com