Nyxoah Announces Issuance of First Tranche of Convertible Bonds

Core Viewpoint - Nyxoah SA has successfully issued the first tranche of convertible bonds amounting to €22.5 million as part of a larger financing plan of up to €45 million, aimed at supporting its operations and commercialization efforts in treating Obstructive Sleep Apnea (OSA) [1][2]. Group 1: Convertible Bonds Issuance - The first tranche of convertible bonds was issued for a nominal amount of €22.5 million, consisting of 225 bonds with a nominal value of €100,000 each, fully subscribed by Heights Capital Management (HCM) [2]. - A subscription fee of €1.8 million, equivalent to 8.0% of the principal amount, was paid to HCM, satisfied by set-off against the subscription price [2]. - The bonds carry an interest rate of 6.5% per annum and have a three-year maturity with quarterly amortization payments starting February 18, 2026 [3]. Group 2: Amortization and Conversion Rights - HCM has the right to bring forward the payment of up to two amortized payment amounts between scheduled amortization payment dates [4]. - HCM can convert the outstanding principal or any amortized payment amount at any time during the bond's term, with an initial conversion price set at €5.00 [5]. - Payments of amortized amounts can be made in cash or through the issuance of new ordinary shares, with the issue price determined by specific conditions [6]. Group 3: Future Tranche and Conditions - The company has the option to issue a second tranche of convertible bonds for an additional €22.5 million, contingent upon certain conditions being met between July 18, 2026, and August 18, 2026 [8]. - As of December 16, 2025, certain conditions precedent for the second tranche were not met, including daily traded values and market capitalization thresholds [10]. - The second tranche will be issued on similar terms as the first tranche, with the conversion price based on the lowest VWAP of the shares on the closing date [11]. Group 4: Cash Runway and Use of Proceeds - The issuance of the first tranche and the closing of capital increases will extend the company's cash runway into the third quarter of 2026, potentially extending to the first quarter of 2027 if the second tranche is issued [12]. - Net proceeds from the first tranche will be utilized for commercialization activities in the U.S., clinical data gathering, research and development, and general corporate purposes [13].