Carbios announces the launch of a capital increase by accelerated bookbuilding

• Subscription commitments from Copernicus AM, L’Oréal via its capital-investment fund BOLD (Business Opportunities for L’Oréal Development), Michelin Venture and Truffle Capital for a total of 10.5 million euros

Clermont-Ferrand, June 24, 2019 (5:40 p.m. CEST) – CARBIOS (Euronext Growth Paris: ALCRB – ISIN: FR0011648716), (the “Company“), a pioneer in the development of bio-industrial solutions for the lifecycle of plastic and textile polymers, announces today the launch of a capital increase without preferential subscription rights for a category of beneficiaries, pursuant to the 13^th resolution of the Combined General Meeting of June 19, 2019 and the Board of Directors’ authorization dated June 20 and 24, 2019 (the “Transaction“). The target amount of the Transaction is 13 million euros, a dilution representing approximately 27.27%[1]. The number of shares, the amount raised, and the exact dilution will be mentioned in the press release announcing the results of the Transaction.

Regarding the category of beneficiaries without preferential subscription rights (investment companies and investment funds under French law or foreign law investing in a similar or complementary segment to that of CARBIOS), the funds will only be raised from French and international qualified investors, except for the United States, Canada, Australia, and Japan.

The funds raised will be used by CARBIOS as follows:

• Approximately 75% for financing an industrial PET biorecycling demonstration plant[2] ; and
• Approximately 25% for the Company’s ongoing financing.

In this regard, the Company indicates that the estimated release dates of the PLA[3] and the PET to end-use customers are now 2020 and 2023, respectively, instead of 2019 and 2021[4].

The Transaction will take place by way of an accelerated bookbuilding process, after which the number and price of new shares issued will be set. The accelerated bookbuilding begins immediately and should close before 6:00 p.m. on June 25, 2019, subject to any early closure or extension.

The Company will announce the results of the Transaction on June 25, 2019, in a press release published after market close. Pending this publication, CARBIOS asked Euronext Paris to suspend the trading of its stock (ISIN FR0011648716 – ALCRB) as of June 24, 2019 after market close.

Copernicus AM, Michelin Venture and L’Oréal via its capital-investment fund BOLD (Business Opportunities for L’Oréal Development) and Truffle Capital have committed to subscribe to the capital increase for a total of 10.5 million euros, under certain conditions, notably of price and / or minimum amount of the Transaction. These supports are strong markers of the Company’s established legitimacy and its management team.

In the context of this capital increase, the Company has made a lock-up commitment for 90 calendar days after the settlement and delivery date of the issue.

The settlement and delivery date of the new shares would be June 28, 2019.

The new shares will carry immediate dividend and voting rights and will be listed on the Euronext Growth Paris market under ISIN FR0011648716 – ALCRB.

Pursuant to Article 211-3 of the General Regulation of the French financial market authority (AMF), the offering of the Company’s shares under this capital increase carried out for a specific category of beneficiaries will not result in a prospectus submitted for approval by the AMF. Detailed information about the Company, specifically its activity, its earnings, and the corresponding risk factors appears in the Company’s 2018 Registration Document filed with the AMF on April 8, 2019 under number D.19-0287, which may be consulted, along with the Company’s other regulated information and all its press releases, on its website (www.carbios.oo).

Bryan, Garnier & Co acts as Lead Manager and Bookkeeper of the Transaction.

[1] Calculated on the assumption of a share price equal to a weighted average of the volumes of the past five trading sessions preceding the pricing of the issue

[2] Plastic polymer that is the predominant constituent of water bottles and some textile materials such as polyester fibers.

[3] Biosourced, biocompatible plastic polymer, biodegradable according to standard EN13432 (industrial composting environment).

[4] See the table in Annex 1 of the present press release, which is an update of the same table from Chapter 6.1, page 35 of the CARBIOS 2018 Registration Document.

Warning

This press release is provided exclusively for information. This press release does not constitute and cannot be regarded as constituting an offer to the public, a subscription offer, or a solicitation of interest to the public with a view to a transaction by public offering of financial securities.

Distribution of this press release in certain countries may be a violation of the laws in force. The information contained in this press release is not an offer of shares in France, the United States, Canada, Australia, Japan, nor in any other country. This press release must not be published, transmitted, or distributed, directly or indirectly, within the territory of the United States, Canada, Australia, or Japan. This document is not an offer to sell Carbios shares in the United States.

Translation for information purposes only. In case of discrepancy between the French and the English version of this press release, the French version shall prevail.

Annex

Summary table of CARBIOS processes, their applications and their stage of development:

* Fixed fee of €8 million received in 2016 under a patent and know-how license agreement signed with CARBIOLICE SAS.