ONWARD Medical Launches Capital Increase for Indicative Amount of EUR 50 Million

ONWARD Medical Launches Capital Increase for Indicative Amount of EUR 50 Million

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE PRESS RELEASE.

THIS PRESS RELEASE CONTAINS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE (7)(1) OF THE EUROPEAN MARKET ABUSE REGULATION (596/2014)

• Private placement is expected to be anchored by multiple long-only institutions, including existing and new shareholders
• Euronext to halt trading in ONWARD Medical’s shares during the bookbuilding period to allow broader investor participation
• UBS and Stifel to act as Joint Global Coordinators and, together with Bank Degroof Petercam SA/NV, as Joint Bookrunners

EINDHOVEN, The Netherlands, Oct. 22, 2025 (GLOBE NEWSWIRE) -- ONWARD Medical N.V. (Euronext: ONWD – US ADR: ONWRY), the leading neurotechnology company pioneering therapies to restore movement, function, and independence in people with spinal cord injuries (SCI) and other movement disabilities, today announces the launch of a capital increase by way of a bookbuild offering through a private placement with institutional investors (the “Private Placement”) via the Joint Bookrunners (as defined below) of ordinary shares with a nominal value of EUR 0.12 each in the Company’s issued share capital (such shares the “New Shares”). The final number of New Shares placed and the issue price per New Share (the “Issue Price”) will be announced after pricing of the Private Placement. The New Shares will be issued from the Company’s authorized capital under exclusion of the existing shareholders’ pre-emptive rights. The Company intends to raise gross proceeds of approximately EUR 50 Million from the Private Placement.

ONWARD currently envisions using the net proceeds of the Private Placement, together with the existing cash balance, to:

• Fund development initiatives, including but not limited to product development, clinical studies and regulatory activities for the investigational ARC-IM^® System to address blood pressure instability in people with spinal cord injury (40%);
• Expand sales and operations to support commercialization of the ARC-EX System^® in the United States, Europe and select other geographies (30%);
• Support and scale quality and administrative activities (20%);
• Fund working capital and other general corporate purposes (5%); and
• Cover financing costs including the existing debt obligation (5%).

The net proceeds from the Private Placement are expected to provide the Company with cash runway through at least end of 2026, assuming no draw down of the Company’s debt facility.

Overview of the Private Placement

The New Shares will be offered to qualified investors in the Private Placement. The New Shares will be offered outside the United States in offshore transactions as defined in, and in reliance on Regulation S under the US Securities Act of 1933, as amended, (the ”Securities Act”) and in the United States to "qualified institutional buyers" as defined in Rule 144A under the Securities Act in transactions pursuant to Section 4(a)(2) of the Securities Act and exempt from, or not otherwise subject to, the registration requirements of the Securities Act.

The Company and the Joint Bookrunners are planning for a bookbuilding period of one business day, subject to acceleration or extension, to allow a broader investor base to participate in the Private Placement. The issue price is to be determined through a bookbuilding process.

The bookbuilding process for the Private Placement will start immediately after publication of this press release and end prior to market opening of Euronext Brussels, Euronext Amsterdam and Euronext Paris on or about October 24, 2025, subject to acceleration or extension. The Company has applied to the Financial Services and Markets Authority in Belgium (the “FSMA”), being the Company’s primary regulator, to suspend trading of the Company’s shares on the regulated markets of Euronext Brussels, Euronext Amsterdam and Euronext Paris during the bookbuilding period. The FSMA has instructed Euronext Brussels, Euronext Amsterdam and Euronext Paris accordingly and has notified the Dutch Authority for the Financial Markets and the Autorité des Marchés Financiers in France of the trading suspension. The Company’s operations will continue as usual and are not affected by the temporary trading suspension. Trading in the Company’s shares will be suspended until publication of the results of the Private Placement in a press release, including the number of New Shares and the Issue Price, upon completion of the bookbuilding process, which is expected prior to market opening on or about October 24, 2025, subject to acceleration or extension.

The timing of the closing of the orderbook, pricing, and allocations, except for allocations to certain anchor investors, are at the discretion of the Company and the Joint Bookrunners.

Subject to acceleration or extension, the New Shares are expected to be listed and admitted to trading on Euronext Brussels, Euronext Amsterdam and Euronext Paris on October 28, 2025 and payment and delivery of the New Shares are expected to take place on October 28, 2025. The New Shares will rank pari passu in all respects with the existing ordinary shares in the Company.

UBS AG London Branch, Stifel Europe Limited Paris Branch and Stifel Europe Securities SAS are acting as Joint Global Coordinators and, together with Bank Degroof Petercam SA/NV as Joint Bookrunners (the “Joint Bookrunners”) of the Private Placement.

The Company, certain anchor investors, as well as certain members of the Board of Directors have agreed to a 90-day lock-up period, subject to certain exceptions.

About ONWARD Medical

ONWARD Medical is the leading neurotechnology company pioneering therapies to restore movement, function, and independence in people with spinal cord injuries and other movement disabilities. Building on decades of scientific discovery, preclinical research, and clinical studies conducted at leading hospitals, rehabilitation clinics, and neuroscience laboratories, the Company developed ARC Therapy. It has subsequently been awarded 10 Breakthrough Device Designations from the FDA. The Company’s ARC-EX^® System is cleared for commercial sale in the US and Europe. The Company is also developing an investigational implantable system called ARC-IM^®, designed to address several unmet needs including blood pressure instability after spinal cord injury. It can also be paired with a brain-computer interface (BCI) and artificial intelligence (AI) to restore thought-driven movement.

Headquartered in the Netherlands, the Company has a Science and Engineering Center in Switzerland and a US office in Boston, Massachusetts. The Company is listed on Euronext Paris, Brussels, and Amsterdam (ticker: ONWD) and its US ADRs can be traded on OTCQX (ticker: ONWRY). For more information, please visit ONWD.com.

To stay informed about ONWARD’s research studies, technologies, and the availability of therapies in your area, please complete this webform.

For Media Inquiries:
Sébastien Cros, VP Communications
media@onwd.com

For Investor Inquiries:
investors@onwd.com