DJ LIGHTON announces highly successful IPO on Euronext Growth Paris.
LIGHTON
LIGHTON announces highly successful IPO on Euronext Growth Paris.
21-Nov-2024 / 17:51 CET/CEST
Dissemination of a French Regulatory News, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
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Promotional communication
This press release may not be distributed directly or indirectly in the United States of America, Canada, Australia or
Japan.
Press release
Paris, 21 November 2024
LightOn announces highly successful IPO
on Euronext Growth® Paris
First generative AI IPO in Europe
. Capital increase of EUR11.9m after exercise of the Extension Clause and which could be increased to EUR13.5m
in the event of the full exercise of the Over-allotment Option (the "Offering")
. Total demand of EUR15.2m, i.e. an oversubscription rate of 1.5 times
. Individual investor demand of EUR8.9m
. Market capitalisation of approximately EUR62m (before the exercise of the Over-allotment Option)
. Settlement-delivery scheduled for 25 November 2024
. Start of trading on Euronext Growth® Paris on 26 November 2024
LightOn, a leading European player in generative AI for businesses[1], is announcing the large success of its IPO with
a view to list its shares on the Euronext Growth® Paris market (ISIN: FR0013230950, ticker: ALTAI-FR).
Igor CARRON and Laurent DAUDET, co-CEOs and co-founders of LightOn, said:
We would like to express our heartfelt thanks to all our new shareholders, both individual and institutional, who
contributed to the great success of this transaction.
This fundraising will enable us to step up our sales momentum, strengthen our teams and invest more in innovation to
enrich our generative AI platform, Paradigm.
We are looking forward to deploying the transformative power of our generative AI technology to new customers both in
France and internationally and to radically transform business uses. Together we are ushering in a new technological
era that will push the boundaries of the possible!
Total demand amounted to 1,467,052 shares representing a demand of approximately EUR15.2m.
The total gross proceeds of the Offering stand at approximately EUR11.9m. Following the exercise of the Extension Clause,
1,150,000 new shares were subscribed, of which 35% in respect of the global placement (through orders from
institutional investors, amounting to approximately EUR4.2m) (the "Global Placement") and 65% in respect of the public
offering (through 6,379 individual investors, amounting to approximately EUR7.7m) (the "Public Offering").
The Company's free float[2] represents for 19.1% of its share capital before the potential exercise of the
Over-allotment Option.
The number of new shares could be increased by a maximum of 156,000 additional new shares in the event of the exercise
of the Over-allotment Option granted to Portzamparc (BNP Paribas Group) until 19 December 2024, which would increase
the amount of the Offering to EUR13.5m.
The number of shares constituting the Company's share capital after completion of the Offering and before exercise of
the Over-allotment Option amounts to 6,006,966. On this basis, and taking into account the initial public offering
price of EUR10.35 per share, LightOn's market capitalisation stands at EUR62m.
In accordance with the indicative timetable of the transaction, the settlement-delivery of the new shares is scheduled
for 25 November 2024 and the trading of LightOn shares on the Euronext Growth® Paris market will begin on 26 November
2024 under ISIN FR0013230950 and ticker ALTAI-FR.
Transaction details
. Characteristics of the shares
. Name: LightOn
. Ticker: ALTAI-FR
. ISIN: FR0013230950
. Listing market: Euronext Growth® Paris
. ICB classification: 10101015 - Software
. LEI Code: 9695002GVC14VHLFIH85
. Eligible for PEA and PEA-PME equity savings plans and "Innovative Company" qualification by Bpifrance
. Offering price
The Offering Price is EUR10.35 per new share.
. Size of and gross proceeds from the Offering
1,150,000 new shares were issued under the Offering after the full exercise of the Extension Clause and before exercise
of the Over-allotment Option.
Total gross proceeds from the Offering is EUR11.9m after the full exercise of the Extension Clause and before the
potential exercise of the Over-allotment Option, corresponding to net proceeds of approximately EUR10.2m.
. Allotment of the Offering (excluding the potential exercise of the Over-allotment Option)
The new shares will be allocated as follows:
. 407,941 new shares, allocated as part of the Global Placement, to institutional investors, i.e. EUR4.2m and
approximately 35% of the total number of shares allocated;
. 742,059 new shares, allocated as part of the Public Offering to individual investors, i.e. EUR7.7m and
approximately 65% of the total number of shares allocated. A1 orders (from 1 share to 250 shares inclusive) will be
fully allocated and A2 orders (over 250 shares) will be allocated up to 60%.
. Reasons for the Offering - use of funds raised
LightOn will use the net proceeds of the capital increase, i.e. EUR10.2m after full exercise of the Extension Clause and
before potential exercise of the Over-allotment Option, to pursue the following objectives, after the full repayment
(principal + interest) of the 2018 OCAs:
. approximately 60% of the net proceeds from the fundraising, following redemption of the 2018 OCAs, will
be used to invest in the Company's development: expansion of the sales and marketing force, associated sales
expenses and recruitment of engineers;
. approximately 40% of the net proceeds from the fundraising, following redemption of the 2018 OCAs, will
be used to finance technological investments, with the development of new Paradigm functionalities (development of
agents, multimodal RAG capacities, etc.), the fine-tuning of specialised models for priority sectors and
geographies, and the purchase of computing capacity for R&D purposes.
. Post-transaction breakdown of share ownership
Following the IPO, LightOn's share capital break-down will be as follows (on a non-diluted basis):
After full exercise of the Extension
Clause but not the Over-allotment After full exercise of the Extension
Option Clause and the Over-allotment Option
% of Voting % of % of Voting % of
Shareholders Shares share rights voting Shares share rights* voting
capital rights capital rights
Igor Carron 1,065,600 17.7% 2,131,200 19.6% 1,065,600 17.3% 2,131,200 19.6%
Laurent 1,008,000 16.8% 2,016,000 18.6% 1,008,000 16.4% 2,016,000 18.6%
Daudet
Florent 403,200 6.7% 806,400 7.4% 403,200 6.5% 806,400 7.4%
Krzakala
Sylvain Gigan 403,200 6.7% 806,400 7.4% 403,200 6.5% 806,400 7.4%
Sub-total 2,880,000 47.9% 5,760,000 53.0% 2,880,000 46.7% 5,760,000 53.0%
founders
Investors 1,960,033 32.6% 3,920,066 36.1% 1,960,033 31.8% 3,764,066 34.6%
Former 16,933 0.3% 33,866 0.3% 16,933 0.3% 33,866 0.3%
employees
Other[3] 289,855 4.8% 289,855 2.7% 289,855 4.7% 289,855 2.7%
Public 860,145 14.3% 860,145 7.9% 1,016,145 16.5% 1,016,145 9.4%
Total 6,006,966 100.0% 10,863,932 100.0% 6,162,966 100.0% 10,863,932 100.0% Growth (retroactively taking into account the registration of the Shares in the name of the same shareholder for two years prior to the Listing) and the loss of double voting rights of Otium Venture attached to shares lent under the over-allotment option (stabilization) and without taking into account the possible exercise of BSPCEs and BSAs. . Lock-up and retention commitments . Company lock-up: 180 calendar days. . Shareholders lock-up:? The founders and employees have pledged to hold their shares for a period of 360 calendar days,corresponding to (i) 59.3% of the Company's share capital prior to the Offering; (ii) 47.9% of the Company'sshare capital subsequent to the Offering; - Other shareholders have pledged to hold their shares for a period of 180 calendar days, correspondingto 39.7% of the Company's share capital prior to the Offering; (ii) 32.1% of the Company's share capitalsubsequent to the Offering; . Indicative timetable
25 November 2024 Settlement-delivery of the Offering
26 November 2024 Start of trading on the Euronext Growth Paris market
Start of potential stabilisation period
19 December 2024 Deadline for exercising the Over-allotment Option
End of potential stabilisation period Liquidity contract The Company plans to enter into a liquidity contract at the end of the stabilisation period. This will be announced to the market in due course, in compliance with the applicable legal and regulatory requirements. Availability of the Prospectus Copies of the prospectus approved by the AMF on 7 November 2024 under number 24-475, comprising the registration document approved on 21 October 2024 under number I.24-012, the supplement to the registration document approved on 7 November 2024 under number I.24-015, and a securities note (including the summary of the prospectus), are available free of charge from LightOn (2 Pl. de la Bourse, 75002 Paris, France) and on the websites of LightOn (https://investir.lighton.ai) and the Autorité des marchés financiers (www.amf-france.org). The approval of the Prospectus should not be considered as a favourable opinion on the securities offered. Investors are invited to draw their attention to the risks relating to the business described in chapter 3 "Risk factors" of the registration document
approved by the AMF on October 21, 2024 and in chapter 3 "Risk factors relating to the offer" of the securities note. This document does not constitute an offer of LightOn shares in any country in which such an offer would violate applicable laws and regulations, nor an offer for sale of LightOn shares in the United States. LightOn shares may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. LightOn does not intend to register the offering mentioned herein in the United States. This document may not be published, transmitted or distributed, directly or indirectly, in the United States, Canada, Australia or Japan. Financial intermediaries and advisers on the transaction.
PORTZAMPARC BNP Paribas Group Global Coordinator, Lead Arranger and Bookrunner
Listing Sponsor
WHITE & CASE Legal advisor
DELOITTE Statutory Auditor
SEITOSEI.ACTIFIN Financial Communication Contacts
LIGHTON
invest@lighton.ai
SEITOSEI --ACTIFIN, Investor Relations SEITOSEI --ACTIFIN, Press Relations
Alexandre Commerot/ Benjamin Lehari Jennifer Jullia
+33 (0)6 47 97 54 87
+33 (0) 1 89 62 32 81 jennifer.jullia@seitosei-actifin.com
lighton@seitosei-actifin.com Forward-looking statements Certain information contained in this press release are forward-looking statements, not historical data and should not be construed as a guarantee that the facts and data stated will occur. These forward-looking statements are based on data, assumptions and estimates considered reasonable by LightOn. LightOn operates in a competitive and rapidly evolving environment. It is therefore not in a position to anticipate all risks, uncertainties or other factors that may affect its business, their potential impact on its business or the extent to which the materialization of a risk or combination of risks could lead to results that differ significantly from those mentioned in any forward-looking statement. LightOn draws your attention to the fact that forward-looking statements are in no way a guarantee of its future performance and that its actual financial position, results and cash flows and the development of the sector in which LightOn operates may differ significantly from those proposed or suggested by the forward-looking statements contained in this press release. In addition, even if LightOn's financial position, results, cash flows and developments in the industry in which it operates are consistent with the forward-looking information contained in this press release, such results or developments may not be a reliable indication of LightOn's future results or developments. This information is given only as of the date of this press release. LightOn makes no undertaking to publish updates to this information or to the assumptions on which it is based, save for any legal or regulatory obligation applicable to it, including pursuant to Regulation No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse. Disclaimer This press release is not being made in and copies of it may not be distributed or sent, directly or indirectly, into the United States of America, Canada, Australia or Japan. The distribution of this document may be restricted by law in certain jurisdictions. Persons into whose possession this document comes are required to inform themselves about and to observe any such restrictions. This press release is provided for information purposes only. It does not constitute and should not be deemed to constitute an offer to the public of securities, nor a solicitation of the public relating to an offer of any kind whatsoever in any country, including France. Potential investor are advised to read the prospectus before making an investment decision in order to fully understand the potential risks and rewards associated with the decision to invest in the securities. This press release is an advertisement and not a prospectus within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, as amended (the "Prospectus Regulation"), also forming part of the domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (the "EUWA"). With respect to the member States of the European Economic Area and to the United Kingdom, no action has been undertaken or will be undertaken to make an offer to the public of the securities referred to herein requiring a publication of a prospectus in any relevant member State other than France or the United Kingdom. As a result, the securities may not and will not be offered in any relevant member State other than France or the United Kingdom except in accordance with the exemptions set forth in Article 1(4) of the Prospectus Regulation, also forming part of the domestic law in the United Kingdom by virtue of EUWA, or under any other circumstances which do not require the publication by LightOn of a prospectus pursuant to Article 3(2) of the Prospectus Regulation, also forming part of the domestic law in the United Kingdom by virtue of EUWA, and/or to applicable regulations of that relevant member State or the United Kingdom. In France, an offer to the public of securities may not be made except pursuant to a prospectus that has been approved by the French Financial Markets Authority (the "AMF"). The approval of the prospectus by the AMF should not be understood as an endorsement of the securities offered or admitted to trading on a regulated market. It does not constitute an offer to purchase or to subscribe for securities in the United States or in any other jurisdiction. The securities referred to herein may not be offered or sold in the United States of America absent registration or an applicable exemption from registration under the U.S. Securities Act of 1933, as amended. LightOn does not intend to register all or any portion of the offering of the securities in the United States of America or to conduct a public offering of the securities in the United States of America. This communication does not constitute an offer of securities to the public in the United Kingdom. This communication is being distributed to and is directed only at (i) persons who are outside the United Kingdom or (ii) persons who are "qualified investors" within the meaning of Article 2 of the Prospectus Regulation as it forms part of domestic law by virtue of the EUWA and who are also (x) investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (y) high net worth entities, or other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "Relevant Persons"). Any investment activity to which this communication relates will only be available to and will only be engaged with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this document or any of its contents.
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[1] Frontier AI startups in Europe list | Dealroom.co [2] The free float is made up of the "Other" and "Public" holdings in the post-transaction capital breakdown table below. [3] Corresponding to Axon Partners Group, having entered into a subscription commitment for 3 million euros representing 289,855 shares. Axon Partners Group's order was fully allocated.
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Regulatory filing PDF file File: LIGHTON_PR_IPO_results_final
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Language: English
Company: LIGHTON
2 rue de la Bourse
75002 Paris
France
E-mail: contact@lighton.ai
Internet: www.lighton.ai
Euronext Ticker:
AMF Category: Inside information / Other releases
EQS News ID: 2035989
End of Announcement EQS News Service
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2035989 21-Nov-2024 CET/CEST
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