SpineGuard Raises €2Million of Fresh Equity Finance

PARIS & SAN FRANCISCO–(BUSINESS WIRE)–SpineGuard (FR0011464452 – ALSGD), an innovative company that develops and markets disposable medical devices designed to make spine surgery safer, has announced the completion of a €2 million round of fresh equity.

These proceeds will be used to support SpineGuard’s growth strategy: accelerate the adoption of its smart drilling devices for spine fusion and the development of innovations derived from its proprietary DSG™ technology platform.

Pierre Jérôme, CEO and co-founder of SpineGuard, said: “Following the successful launch of PediGuard Threaded and the first surgeries performed with our DSG™ integration module for ‘single-step’ screw insertion, these new proceeds will enable SpineGuard to reinforce DSG™ technology’s position as standard of care. I would like to warmly thank all those who subscribed to this equity round.”

Terms of the equity funding

488,190 new ordinary shares with a nominal value of 0.20 Euros each have been created of which:

451,250 new ordinary shares issued in favor of a limited number of institutional investors in accordance with resolution #23 of the Extraordinary Shareholders meeting held on the 25^th of June 2015 and in compliance with article L. 411-2 II of the French Monetary Code (Code monétaire et financier);

36,940 new ordinary shares issued in favor of certain managers, directors or consultants of the Company in compliance with the categories listed under resolution #10 of Extraordinary Shareholders meeting held on May 11, 2016, and in compliance with article L.225-138 of the French Code of commerce;

The issue price of the new shares is 4.00 euros per share, representing a discount of 9.37% to the weighted average share price of the last 20 days of trading prior to the funding;

The clearing and settlement (règlement-livraison) should take place by April 12, 2017.

A shareholder holding 1% of the Company’s shares prior to the equity funding that would participate to it would end with 0.91%.

Use of proceeds

The net proceeds strengthen SpineGuard’s financial resources, open up additional sources of funding and with its already existing resources¹ will fund the implementation of its strategy, in particular:

– To reinforce its primary commercial focus on the US market and support certain geographies with strong potential for sales of the DSG™ technology;

– Business Development activities to sign new partnerships with the spine industry for co-developing other DSG™ Smart Screws;

– To broaden its proprietary technology offerings to new applications and functions (combination with surgical robots, bone quality measurement, entry point determination) as well as new surgical fields beyond spine (joint reconstruction, trauma, maxilla facial or dental).

Listing of the new shares

The new shares will bear the same rights than existing shares. They will list on Alternext Paris under the same ISIN code as the existing shares FR0011464452. The new shares should be listed and available for trade on Alternext Paris on April 10, 2017.

Once the equity funding is complete, the total number of issued shares will be 5,601,215.

Pursuant article 211-3 of the General Regulations of the Autorité des Marches Financiers (AMF), this operation does not require a prospectus submitted to the approval of the AMF.

SwissLife Banque Privée acted as sole manager and book runner for this equity funding.

Next financial press release: 2016 Half-year revenue: July 6, 2017

About SpineGuard®

Co-founded in 2009 in France and the USA by Pierre Jérôme and Stéphane Bette, SpineGuard’s mission is to make spine surgery Co-founded in 2009 in France and the USA by Pierre Jérôme and Stéphane Bette, SpineGuard’s mission is to make spine surgery safer by bringing real-time digital technology into the operating room. Its primary objective is to establish its proprietary DSG™ (Dynamic Surgical Guidance) technology as the global standard of surgical care, starting with safer screw placement in spine surgery and then in other surgeries. PediGuard®, the first device designed using DSG, was co-invented by Maurice Bourlion, Ph.D., Ciaran Bolger, M.D., Ph.D., and Alain Vanquaethem, Biomedical Engineer. It is the world’s first and only handheld device capable of alerting surgeons to potential pedicular or vertebral breaches. Over 50,000 surgical procedures have been performed worldwide with DSG enabled devices. Numerous studies published in peer-reviewed medical and scientific journals have demonstrated the multiple benefits that PediGuard delivers to patients, surgical staff and hospitals. SpineGuard is expanding the scope of its DSG platform through strategic partnerships with innovative medical device companies and the development of smart instruments and implants. SpineGuard has offices in San Francisco and Paris. For further information, visit www.spineguard.com.

Disclaimer

The SpineGuard securities may not be offered or sold in the United States as they have not been and will not be registered under the Securities Act or any United States state securities laws, and SpineGuard does not intend to make a public offer of its securities in the United States. This is an announcement and not a prospectus, and the information contained herein does and shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in the United States in which such offer, solicitation or sale would be unlawful prior to registration or exemption from registration.

¹ The Company had €1,804k of cash at hand, is planning to receive €230k for French CIR 2016 and, under certain conditions starting 30 Sep.2017, can draw the third tranche of IPF loan for € 1,500k (refer to Note 17 of “2016 Rapport financier of the company)