XML 36 R21.htm IDEA: XBRL DOCUMENT v3.20.4
Subsequent Events
12 Months Ended
Dec. 31, 2020
Subsequent Events [Abstract]  
Subsequent Events

13. Subsequent Events

On March 5, 2021, the Company filed a draft offer with the AMF related to its Tender Offer Agreement with EOS to purchase all of the issued and outstanding EOS Shares and OCEANEs.

The Tender Offer Agreement is subject to clearance by the French Ministry of the Economy and Finance and AMF and will consist of a cash tender offer price of €2.45 (or approximately $2.99) per EOS Share and €7.01 (or approximately $8.55) per OCEANE for a total purchase price of up to approximately $116.9 million. Once approved, the Offer will be open for tender during an initial acceptance period of 25 Euronext Paris trading days. The obligation of the Company or its affiliates to purchase EOS Shares and OCEANEs pursuant to the Offer is subject to the satisfaction or waiver of the condition that a minimum number of EOS Shares and OCEANEs have been validly tendered that would allow the Company to acquire at least two-thirds of the share capital and voting rights of EOS on a fully diluted basis at the end of the acceptance period of the Offer. The settlement and delivery of the EOS Shares and OCEANEs tendered into the Offer will occur shortly after the end of the initial acceptance period of the Offer. The Offer will then reopen for a subsequent acceptance period of 10 Euronext Paris trading days.

If the Company or its affiliates own 90% or more of EOS’ share capital and voting rights upon closing of the initial or subsequent offer acceptance period, the Company shall implement a mandatory squeeze out on any remaining non-tendered EOS Shares pursuant to applicable French laws and regulations. A squeeze-out of the OCEANEs may also be implemented if the Company or its affiliates own 90% or more of EOS Shares on an as-converted basis. The transaction is expected to close in the second quarter of 2021.

In connection with the proposed acquisition of EOS in December 2020, the Company announced a definitive securities purchase agreement to raise $138.0 million in a private placement of common stock at a price of $11.11 per share. The Private Placement, which closed on March 1, 2021, generated net proceeds of approximately $132.0 million, net of fees related to the Private Placement.