German private equity fund Deutsche Balaton Aktiengesellschaft will invest approximately PLN 8.6m in Nestmedic, a Polish telemedicine company. These funds will enable the company to expand abroad.
Step 1: Acquisition of shares in Nestmedic
First, Deutsche Balaton will acquire 28,571 registered bonds convertible into Nestmedic shares. Their total value is nearly PLN 4.3m. The bonds will carry the right to exchange them for 2.9m shares.
The second part of the agreement provides for the issue of subscription warrants. They will enable Deutsche Balaton to acquire shares in Nestmedic. The total number of warrants will amount to nearly 2.9 million. Each warrant will give the right to subscribe for one share at a price of PLN 1.5 per share. Therefore, Nestmedic may raise another PLN 4.3m from the conversion of warrants.
Acquisition of warrants dependent on milestones
The exercise of rights under warrants will take place on condition that the so-called milestones agreed upon by the parties are met. Three of them concern the signing of a defined number of agreements for the sale and lease of Pregnabit, Nestmedic’s flagship device, also in the subscription version. The number of such agreements is to amount to at least 60 in May-December 2019 and at least 175 in the first half of 2020. In the period from July 2020 to the end of March 2021. Nestmedic has pledged to conclude at least 350 contracts.
The remaining fourth part of the warrants will be exchanged for shares at any time within 60 months of their issue.