Evolva Holding SA (SIX: EVE, “Evolva” or the “Company”) today announces its preliminary, unaudited financial results for 2013. In 2013, the Company had total revenues of CHF 8.7 million compared with CHF 7.0 million in 2012 and generated an operational loss of CHF 17.7 million (2012: CHF 20.0 million). The cash outflow from operations and investment amounted to CHF 13.6 million (2012: CHF 14.0 million). At the end of 2013, the Company had CHF 29.3 million in cash and cash equivalents. Each of these parameters is within the guidance provided in August 2013. The audited financial report for 2013 will be released on 8 April 2014, as previously announced.
The Company is seeing good progress on its different projects:
- Vanillin pre-production phase completed successfully, commercial launch imminent
- Resveratrol is on track for a launch in the second half of 2014
- Stevia is on track for launch in 2015 or 2016, with announcements expected during the course of 2014 that validate this projection
- Saffron is on track for launch in 2016
- Additional partnerships are expected to be announced in 2014 with respect to Evolva’s technology and products
In order to further strengthen its financial resources, Evolva launches a placement of 27,000,000 new shares, thereby increasing the Company’s outstanding share count from 248,780,937 shares (this number includes 6 million treasury shares currently being created in connection with the Company’s Standby Equity Distribution Agreement (SEDA)) to 275,780,937 shares. This represents c. 10.9% of total shares outstanding. The new shares will be placed through an accelerated bookbuild procedure by way of a private placement in Switzerland and outside of Switzerland in accordance with applicable securities laws. Evolva will issue the new shares utilising the Company’s authorised share capital. The new shares will be issued on a non-preemptive basis, in line with Article 3abis para. 2 of Evolva’s Articles of Association.
In addition, the Company has granted Credit Suisse, who is acting as Sole Bookrunner in the private placement, an over-allotment option of up to 4,050,000 additional shares which can be exercised within 30 days after the first trading day of the new shares on SIX Swiss Exchange. The shares underlying the over-allotment option will be sourced from the 6 million new treasury shares issued in connection with the SEDA programme.
The price of the placed shares will be determined after the close of the bookbuilding period, which is expected to be on 26 February 2014. Application has been made for listing of and trading in the new shares (both placed and held in treasury) to commence on SIX Swiss Exchange on or about 27 February 2014. The new shares will be fully fungible and rank pari passu with the Company’s existing shares.
The Company has agreed that no additional shares will be issued or sold (including the 6 million treasury shares to be issued in the context of the SEDA programme) without the consent of Credit Suisse for a period of 180 days starting today.
- The proceeds from the proposed financing will be used to increase the Company’s investment and upside in existing and future projects. Specific aspects of this include:
- In particular, the Company wants to have flexibility to exercise its right to invest up to 45% in its stevia collaboration with Cargill Inc. A decision on this investment is expected to be announced within the next 12 months
- Evolva wishes to become more involved in the scale-up and potentially in the manufacturing of future products. This will be done by establishing joint venture-like partnerships (similar to the Cargill collaboration) on some products and by maintaining full ownership through to commercialisation for other products. As a first step in this development, the Company intends to use a small part of the proceeds from the share placement to invest in a scale-up and downstream processing facility at its site in Copenhagen
- Accelerating the rate at which the Company progresses regulatory approvals for its resveratrol and saffron products in various countries, most notably in Asia
- Developing and launching additional products that are related to its existing product portfolio from a technological and market perspective
Evolva is currently at the early stages of exploring a potential acquisition of a company with complementary products and processes. The acquisition will only ultimately be pursued if Evolva’s Board of Directors is convinced that the transaction terms add value for Evolva’s shareholders. Evolva currently intends to pay for the acquisition primarily by issuing new Evolva shares, equal to a low double digit percentage of Evolva’s share capital, to the owners of the other company. If it proceeds, the acquisition may be completed in the second or third quarter of this year.
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