NANOBIOTIX signs a definitive agreement to restructure an existing loan with the European Investment Bank


Nanobiotix SA

PARIS and CAMBRIDGE, Mass., Oct. 18, 2022 (GLOBE NEWSWIRE) — NANOBIOTIX (Euronext: NANO — NASDAQ: NBTX — the ”Company”), a late-stage biotechnology company pioneering physics-based approaches to expand treatment options for cancer patients, today announced the signing of a definitive agreement with the European Bank of Investment (“EIB”) to realign approximately €30.7 million of outstanding debt securities with the Company’s planned development and commercialization timelines. Nanobiotix had previously announced on September 12 an agreement in principle with the EIB for this restructuringe2022.

The initial financing and royalties contract established between Nanobiotix and the EIB in July 2018 provided for a first tranche of €16.0 million drawn down in October 2018 and repayable in one installment maturing in 2023; and a second tranche of €14.0 million granted in March 2019 and repayable in semi-annual installments in principal and interest after a two-year grace period. The agreement also included a single-digit annual royalty payment commitment over a six-year period beginning in January 2021.

Terms and conditions of the restructuring agreement

The newly signed restructuring agreement allows Nanobiotix to defer repayment of the remaining €25.3 million in principal for both tranches until June 2029.

Under the terms of the agreement, €5.4 million of accrued interest on the first tranche since 2018 will be restructured into payment in kind (“PIK”) and will be deferred until October 2024. Going forward, principal of the first tranche will accrue interest at the rate of 6% per annum, such interest being capitalized and payable as PIK interest at maturity. Interest on the remaining €9.3 million in principal of the second tranche will continue to accrue at a fixed rate of 5% paid in semi-annual installments until June 2029.

The annual royalty payment remains in the low figures and continues to cover a six-year period, but has been realigned to begin in the first year of NBTXR3’s commercialization.

The restructuring agreement also includes a new milestone payment of 20 million euros due June 2029.

While the restructuring of the financing and royalty agreement is intended to align debt obligations with the Company’s anticipated commercial maturities, the agreement contains provisions that would accelerate the maturity and repayment schedule, should Nanobiotix generate commercial revenue before June 2029. Specifically, principal and accrued interest on the first installment after the amendment would be due in a single payment no earlier than four years after commercialization or in June 2029. Semi-annual principal repayments for the second tranche would resume with a maturity date no earlier than three years from commercialization or June 2029. Finally, an accelerated repayment schedule for the new €20 million milestone payment would be triggered, calling for repayment in two tranches equal due respectively one year and two years after marketing.

In addition, should the company obtain non-dilutive capital through the execution of any business development agreement, the PIK interest payment of €5.4 million associated with the first tranche would be due by October 2023 and an accelerated repayment schedule for the new €20 million milestone payment. would be triggered. The accelerated repayment schedule would reflect a pro rata payment amount not to exceed 10% of any initial or milestone payment received by Nanobiotix, with any remaining balance of the €20 million milestone payment being due at maturity. .

As part of the restructuring, Nanobiotix has agreed to maintain a minimum cash balance equal to the outstanding principal due to the EIB. All other covenants included in the 2018 financing contract remain unchanged.

About NANOBIOTIX

Nanobiotix is ​​a late-stage clinical biotechnology company pioneering disruptive physics-based therapeutic approaches to revolutionize treatment outcomes for millions of patients; supported by people committed to making a difference for humanity. The Company is leveraging its proprietary nanoparticle platform, including its lead product candidate, radiation-activated NBTXR3, to develop a pipeline of therapeutic options designed to improve local and systemic control of solid tumors with an initial focus on the treatment of head and neck cancers.

For more information about Nanobiotix, visit www.nanobiotix.com or follow us on LinkedIn and Twitter.

Disclaimer

This press release contains certain “forward-looking” statements within the meaning of applicable securities laws, including the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by words such as “at this time”, “anticipate “, “believe”, “expect”, “intend”, “on track”, “plan”, “intended”, and “will”, or the negative of these and other expressions similar. These forward-looking statements, which are based on our management’s current expectations and assumptions and information currently available to management, include statements about the timing and progress of clinical trials, the timing of our data presentation, results of our preclinical and clinical studies and their potential implications. These forward-looking statements are made in light of information currently available to us and based on assumptions that Nanobiotix believes are reasonable. However, these forward-looking statements are subject to numerous risks and uncertainties, including with respect to the risk that subsequent studies and ongoing or future clinical trials may not generate favorable data despite positive early clinical results and the risks associated with the evolving nature of the duration and severity of the COVID-19 pandemic and the governmental and regulatory measures put in place to respond to it, the risk that the EIB may accelerate lending under the Financing Agreement and its modification upon the occurrence of customary events of default; the risk that the Company may not be able to obtain additional capital on attractive terms, if at all. In addition, numerous other important risk factors and uncertainties, including those described in our Annual Report on Form 20-F filed with the United States Securities and Exchange Commission (the SEC) on April 8, 2022 under “Item 3 .D. Risk factors” and those appearing in Nanobiotix’s universal registration document filed with the Autorité des marchés financiers (AMF) on April 8, 2022 (a copy of which is available at www.nanobiotix.com), as well as those contained in the half-year financial report filed with the AMF on September 28, 2022, could have an adverse effect on these forward-looking statements and cause our actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Except as required by law, we undertake no obligation to update publicly these forward-looking statements or to update the reasons why actual results could differ materially from those anticipated in the forward-looking statements, even if new information become available in the future.

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