Financial press releases
Implementation of cash-based reserved capital increases in connection with the business combination with Unibios
Chartres, 16 July 2025, 5:30 PM
OSMOSUN (the “Company”) announces, as part of its business combination with Unibios Holdings S.A., a company incorporated under Greek law and listed on the Athens Stock Exchange (“Unibios”)1, the implementation of the two cash-based reserved capital increases (the “Capital Increases”), namely:
- the issuance of a maximum of 2,236,111 new ordinary shares subscribed at a subscription price of €0.72 per share, to be paid in cash as part of the capital increase with cancellation of preferential subscription rights in favour of Unibios for a maximum amount of €1,609,999.92 (issuance premium included) as decided by the Company's General Meeting of 30 June 2025, in its twenty-first resolution; and
- the issuance of a maximum of 541,665 new ordinary shares subscribed at a subscription price of €0.72 per share, to be paid up in cash as part of the capital increase with cancellation of preferential subscription rights in favour of beneficiaries within categories of persons meeting certain characteristics for a maximum amount of €389,998.80 (issuance premium included) pursuant to the delegation of authority granted to the Board of Directors by the Company's General Meeting of 30 June 2025, in its fifteenth resolution. As a reminder, certain long-standing shareholders had committed to subscribe in full to this capital increase.
The settlement-delivery of the 2,777,776 new ordinary shares of the Company issued as part of the Capital Increases must take place simultaneously, i.e. on 18 July 2025. These new ordinary shares will be immediately assimilated to the Company's existing ordinary shares and will be subject to applications for admission to trading on the same listing line as the said existing shares (ISIN code FR001400IUV6).
The completion of these Capital Increases will be followed by the contribution by Unibios of the Watera shares to Osmosun, in consideration for which 9,195,062 new ordinary shares of the Company will be issued (the “Contribution”). The Company will keep the market informed of this new capital increase via a press release.
The impact of the completion of these Capital Increases and the capital increase in consideration for the Contribution on (i) the equity per share and (ii) the ownership interest of a shareholder holding 1% of the Company's share capital (calculations based on the shareholders' equity as shown in the annual financial statements as at 31 December 2024 and the number of shares comprising the Company's share capital as at 30 June 2025) is as follows:
| Equity per share in euros | ||
| Undiluted basis | Diluted basis | |
| Before issuance of new shares | 0.22 | 0.28 |
| After the issuance of 2,236,111 new shares resulting from the first cash-based capital increase (in favour of Unibios) | 0.36 | 0.40 |
| After the issuance of 2,777,776 new shares resulting from the two cash-based capital increases (Unibios and category of persons) | 0.38 | 0.42 |
| After the issuance of 11,972,838 new shares resulting from the Capital Increases (Unibios and category of persons) and the issuance in consideration for the Contribution | 0.56 | 0.57 |
| Share of capital in % | ||
| Undiluted basis | Diluted basis (1) | |
| Before issuance of new shares | 1% | 0.93% |
| After the issuance of 2,236,111 new shares resulting from the first cash-based capital increase (in favour of Unibios) | 0.72% | 0.68% |
| After the issuance of 2,777,776 new shares resulting from the two cash-based capital increases (Unibios and category of persons) | 0.67% | 0.64% |
| After the issuance of 11,972,838 new shares resulting from the Capital Increases (Unibios and category of persons) and the issuance in consideration for the Contribution | 0.32% | 0.31% |
After completion of the Capital Increases, the breakdown of the Company's share capital and voting rights will be as follows:
| Pre-transaction | Post-transaction | |||
| Shareholders | Number of shares and voting rights | % of share capital and voting rights | Number of shares and voting rights | % of share capital and voting rights |
| Marc Vergnet | 1,340,681 | 23.88% | 1,361,514 | 16.23% |
| Maxime Haudebourg | 120,000 | 2.14% | 120,000 | 1.43% |
| Unibios | 0 | 0 | 2,236,111 | 26.65% |
| Wicap Mascara | 522,000 | 9.30% | 522,000 | 6.22% |
| Centre Capital Développement (UI Investissement) | 440,378 | 7.84% | 891,766 | 10.63% |
| FPCI Loire Valley Invest (Go Capital) |
536,993 | 9.57% | 536,993 | 6.40% |
| FPCI Famae Impact I | 297,481 | 5.30% | 297,481 | 3.55% |
| OKwind Group | 260,307 | 4.64% | 329,751 | 3.93% |
| Capelan | 200,866 | 3.58% | 200,866 | 2.39% |
| Existing shareholders, managers and employees | 283,059 | 5.04% | 283,059 | 3.4% |
| Free float | 1,611,817 | 28.71% | 1,611,817 | 19.2% |
| TOTAL | 5,613,582 | 100.00% | 8,391,358 | 100.00% |
After completion of (i) the Capital Increases and (ii) the capital increase in consideration for the Contribution, the breakdown of the Company's share capital and voting rights will be as follows:
| Pre-transaction | Post-transaction | |||
| Shareholders | Number of shares and voting rights | % of share capital and voting rights | Number of shares and voting rights | % of share capital and voting rights |
| Marc Vergnet | 1,340,681 | 23.88% | 1,361,514 | 7.74% |
| Maxime Haudebourg | 120,000 | 2.14% | 120,000 | 0.68% |
| Unibios | 0 | 0 | 11,431,173 | 65.00% |
| Wicap Mascara | 522,000 | 9.30% | 522,000 | 2.97% |
| Centre Capital Développement (UI Investissement) | 440,378 | 7.84% | 891,766 | 5.07% |
| FPCI Loire Valley Invest (Go Capital) | 536,993 | 9.57% | 536,993 | 3.05% |
| FPCI Famae Impact I | 297,481 | 5.30% | 297,481 | 1.69% |
| OKwind Group | 260,307 | 4.64% | 329,751 | 1.88% |
| Capelan | 200,866 | 3.58% | 200,866 | 1.14% |
| Existing shareholders, managers and employees | 283,059 | 5.04% | 283,059 | 1.6% |
| Free float | 1,611,817 | 28.71% | 1,611,817 | 9.2% |
| TOTAL | 5,613,582 | 100.00% | 17,586,420 | 100.00% |
It is recalled that these three capital increases are interdependent and form part of an indivisible whole constituting the industrial combination between Unibios and Osmosun2.
While the Company only had a limited cash horizon until July 2025, this industrial combination will enable it to roll out its strategic plan by rebalancing its financial structure and strengthening its equity. Watera will also offer Osmosun the opportunity to enter new markets thanks to its sales force and extensive networks, enabling the Company to envisage a sustainable recovery in the medium and long term.
ABOUT OSMOSUN®
Founded in 2014, OSMOSUN®'s ambition is to become a leading player in the low-carbon water market in order to make drinking water accessible to all.
OSMOSUN® has developed a unique, patented, cost-effective, clean and sustainable solution for solar-powered battery-free seawater and brackish water desalination. This innovation makes OSMOSUN® units among the most energy-efficient and cost-effective solutions in the world. The water production capacities of its units range from 1 m3 to 50,000 m3 per day.
At 31 December 2024, 78 desalination units have been sold in 27 countries.
More information: OSMOSUN® | Create water where life is
| YOUR DEDICATED CONTACTS |
| PRESSE MÉTIER | PRESSE FINANCIÈRE | RELATIONS INVESTISSEURS |
| Nadège Chapelin | Deborah Schwartz | Hélène de Watteville |
| n.chapelin@nc-2.com | dschwartz@actus.fr | osmosun@actus.fr |
| +33 6 52 50 33 58 | +33 1 53 67 36 35 | +33 1 53 67 36 33 |
1 See the Company's press releases dated 23 May 2025, 6 June 2025, 30 June 2025 and 8 July 2025.
2 See the Company's press releases dated 23 May 2025, 6 June 2025, 30 June 2025 and 8 July 2025.
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