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Completion of capital increases in connection with the business combination with Unibios

  18/07/2025 17:30

Chartres, 18 July 2025, 5:30 PM

OSMOSUN (the “Company”), 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, announces (i) the settlement-delivery of its two cash-based reserved capital increases (the “Capital Increases”) and (ii) the final completion of the capital increase reserved for Unibios by way of contribution in kind to OSMOSUN of the full and entire ownership of 6,913,580 ordinary shares issued by its subsidiary, Watera International SA (representing 30.06% of its share capital and voting rights) (the “Contribution”).

 

Settlement-delivery of the two cash-based reserved capital increases

The 2,236,111 new ordinary shares issued as part of the capital increase with cancellation of preferential subscription rights in favour of Unibios (21st resolution of the Company's General Meeting of 30 June 2025) and the 541,665 new ordinary shares issued as part of the capital increase with cancellation of preferential subscription rights in favour of UI Investissement, Okwind Group and Marc Vergnet (15th resolution of the Company's General Meeting of 30 June 2025) are of the same class as the Company's existing ordinary shares and are subject to all the provisions of the Company's Articles of Association.

The 2,777,776 new ordinary shares of the Company carry full dividend rights and entitle their holders, as of their issuance date, to all dividend payments decided by the Company as of said date.

They shall be immediately assimilated to the existing shares of the Company already traded on the Euronext Growth market in Paris and shall be tradeable, as of today, on the same listing line under the same ISIN code FR001400IUV6.

 

Final completion of the capital increase through a contribution in kind

It is recalled that, in consideration for the Contribution, Unibios shall receive 9,195,062 new ordinary shares of the Company, with a nominal value of €0.16 each, to be issued as part of a capital increase of the Company in the nominal amount of €1,471,209.92 (the “Capital Increase in Kind”), subject to the fulfilment of the conditions precedent provided for in the 23rd resolution of the Company's General Meeting of 30 June 2025.

After noting that said conditions precedent had been fulfilled, the Company's Board of Directors took note (i) of the completion of the Contribution, and (ii) of the recording by the Company's General Meeting of 30 June 2025 of the final completion of the Capital Increase in Kind (in accordance with the Meeting's 22nd and 23rd resolutions)

The settlement-delivery of the 9,195,062 new ordinary shares issued to Unibios as part of the Capital Increase in Kind must take place on 22 July 2025. On this occasion, the Board will be responsible for applying for the admission to trading of these shares on the Euronext Growth market in Paris.

As a result of the Capital Increases and the Capital Increase in Kind, the breakdown of the Company's share capital and voting rights is 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%

The impact of the Capital Increases and the Capital Increase in Kind on (i) the equity per share and (ii) the ownership interest of a shareholder holding 1% of the Company's share capital is presented in the Company's press release dated 16 July 2025, available on its website.

 

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

 

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, 8 July 2025 and 16 July 2025.


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