Epigenomics AG: Reduction of principal amount of planned mandatory convertible bond to up to EUR 16.5 million and of conversion price to EUR 1.10 per share

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Publication of inside information pursuant to Article 17 MAR

Reduction of principal amount of planned mandatory convertible bond to up to EUR 16.5 million and of conversion price to EUR 1.10 per share

Berlin, Germany, August 20, 2021 – On June 11, 2021, Epigenomics AG (Frankfurt Prime Standard: ECX, OTCQX: EPGNY; the “Company”) has announced its decision in principle to issue a subordinated mandatory convertible bond in an aggregate principal amount of up to EUR 18,150,000.00, consisting of 181,500 notes with a nominal amount of EUR 100.00 each and with a conversion price, subject to any anti-dilution adjustments, of EUR 1.21 per share. Today, owing to the decline of its share price significantly below the conversion price of EUR 1.21 per share over the last days, the Company has taken the decision to reduce the conversion price to EUR 1.10. As a consequence, the aggregate principal amount of the mandatory convertible bond also decreases to EUR 16,500,000.00, consisting of 165,000 notes with a nominal amount of EUR 100.00 each. Otherwise, the terms of the mandatory convertible bond as announced on June 11, 2021 remain unchanged.

The Company plans to implement the issuance of the mandatory convertible bond shortly.

In connection with the adjustment of the terms of the mandatory convertible bond the Company has today also entered into an amendment agreement to the backstop agreement with its shareholder Deutsche Balaton Aktiengesellschaft. The amendment agreement reflects the changes to the terms of the mandatory convertible bond. Accordingly, the obligation of Deutsche Balaton Aktiengesellschaft to acquire all notes under the mandatory convertible bond is reduced to EUR 16,500,000.00. In compensation, Deutsche Balaton Aktiengesellschaft has agreed to invest, subject to certain conditions, the balance between the initial aggregate principal amount of the mandatory convertible bond of EUR 18,150,000.00 and the reduced aggregate principal amount of EUR 16,500,000.00, i.e. EUR 1,650,000.00, in future issuances of shares, convertible bonds, bonds with warrants or participation rights by the Company. This obligation will lapse upon the end of 2023.
 

Contact:
Company
Epigenomics AG, Geneststraße 5, 10829 Berlin
Tel +49 (0) 30 24345 0, fax +49 (0) 30 24345 555, e-mail: contact@epigenomics.com

Investor Relations
IR.on AG, Frederic Hilke, Fabian Kirchmann, tel +49 221 9140 970, e-mail: ir@epigenomics.com

Important Notice

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Forward-looking statements

This publication expressly or implicitly contains forward-looking statements concerning Epigenomics AG and its business. These statements involve certain known and unknown risks, uncertainties and other factors that may cause Epigenomics AG’s actual results, financial condition and performance to be materially different from any future results, performance or achievements expressed or implied by such statements. Epigenomics makes this announcement as of the date of this release and does not intend to update any forward-looking statements contained herein as a result of new information or future events or otherwise.