Anteris Technologies Ltd (ASX:AVR) (OTCMKTS:AMEUF) (FRA:DDF) has closed the second tranche of a convertible security and share purchase agreement with Mercer Street Global Opportunity Fund, LLC, raising A$1 million before costs.
A further A$3.05 million capital raising has also been arranged with Mercer by way of a A$2.5 million issue of convertible notes to Mercer and a A$550,000 issue of shares under the A$16.5 million discretionary drawdown facility.
The funding provides additional working capital as Anteris advances the development of DurAVR™, its 3D single-piece aortic valve for the treatment of aortic stenosis.
Anteris will issue the following securities to Mercer:
- Second tranche convertible notes with a A$1.08 million face value to raise A$1 million (Second Tranche Notes) as approved by shareholders on March 19;
- 350,000 three-year options to purchase new shares in the company at an exercise price of A$10 (Second Options) as approved by shareholders on March 19;
- new convertible notes with a A$2.7 million face value raising a further A$2.5 million (New Third Tranche Notes); and
- 55,838 fully paid ordinary shares to raise gross proceeds of A$550,000 at an issue price of A$9.85 per share, being 90% of the five-day VWAP of Anteris’ shares up to and including April 8, 2021.
Placement to reduce drawdown
The placement will reduce the amount available to be drawn down under the discretionary drawdown facility to A$15.95 million and will utilise the company’s existing placement capacity under Listing Rule 7.1A.
A cash fee of 1.5% of the amount of the placement is payable to Mercer in accordance with the agreement.
New third tranche notes
Following an extraordinary general meeting on March 19, 2021, Anteris held discussions with Mercer about an issue of shares under the drawdown facility and potential further investment which has resulted in the agreement for the issue of a further tranche of convertible notes.
The following terms apply to the New Third Tranche Notes:
- A$2.7 million face value to be purchased for A$2.5 million. This entitles Mercer the right to convert the notes into fully paid ordinary shares at 90% of the average five-day VWAP immediately prior to the issue of a conversion notice, subject to a floor price of A$4.00;
- Utilises Anteris’ existing placement capacity under Listing Rule 7.1;
- The notes have a term of 16 months;
- No interest is payable on unconverted drawn funds;
- If the notes are not converted into shares by Mercer prior to maturity, the company will be required to repay the face value of the convertible note; and
- Any amount drawn down on the convertible securities remaining unconverted will be secured against the assets of Anteris Technologies Ltd (excluding the ADAPT® Intellectual property) and ranks behind the security interests held by Mitchell Asset Management Pty Ltd and Sio Partners, LP.
Anteris expects to issue the New Third Tranche Notes within two business days.
The company's market cap is approximately A$66.4 million and shares have been as much as 3.9% to A$10.50.