Investment in Exogenesis – Nano Technology

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Investment details:
3 May 2016

(“Limitless” or the “Company”)
Investment in Nano Technology

Limitless, an AIM quoted investing company, is pleased to announce that it has invested US$300,000, approximately £200,000, by way of 8 per cent. convertible senior notes, in Exogenesis Corporation (“Exogenesis”). This investment falls within Limitless’ strategy of investments driven by an aging population.
Exogenesis, founded in 2005 and based in Billerica, near Boston, Massachusetts is a private nanotechnology company which has developed nanoscale surface modification technology to, inter alia, improve the safety and efficacy of implantable medical devices and is being used to develop next generation microscopy tools for DNA analysis.
The Exogenesis technology is also being developed to produce next generation integrated circuits and nanoelectronic devices. Exogenesis has initiated license agreements and strategic alliances with partners to commercialise its technology in the fields of cardiovascular disease, orthopaedics, DNA sequencing to enable personalised disease detection and next generation semiconductor production for use in a variety of nanoelectronic devices. It is the opinion of Exogenesis that its proprietary surface modification nanotechnology will enable more cost effective, safer and more efficacious devices for healthcare and a variety of other fields. In relation to its surface modification technology, Exogenesis holds more than fifty granted patents and more than thirty additional patent applications, in multiple jurisdictions.
To date, Exogenesis has raised approximately US$25 million through a series of investment rounds to develop its portfolio of technologies and applications.

Investment Terms

Limitless has invested US$300,000 (approximately £200,000,) in the Exogenesis senior convertible notes which accrue an 8 per cent. annual interest (“Notes”). The Notes, together with accrued interest, are convertible into Exogenesis series B preferred stock at a price of US$0.382 per share or, at the option of Limitless, into Exogenesis series C preferred stock at a 20 per cent. discount to the issue price at the time of the next financing. Conversion of the notes will occur at the earlier of a further fundraising round of not less than US$5 million or 30 June 2017. Assuming conversion by Limitless into Series B, on a fully diluted basis, considering all classes of common and preference stock in issue, Limitless’ investment represents approximately 1.0 per cent. per cent of Exogenesis issued share capital and values Exogenesis at approximately US$46 million.
In addition, the Company has been granted a warrant to purchase 10 per cent. of the principal invested in additional series C preferred stock at a 20 per cent. discount to the market price paid for the Series C preferred stock. The warrant is valid for a period of one year following the first closing of the Series C preferred stock fundraising.
The Notes are secured by the assets of Exogenesis including all patents and patent applications. Upon conversion into equity which will happen upon Exogenesis closing its Series C financing, the security held by Limitless will be granted equal voting rights with all other classes of stock, except as provided by law, and conversion into common stock per terms of the Exogenesis shareholders agreement. Exogenesis preferred stock will automatically convert into common stock in the event of further fundraising.
Guido Contesso, Director of Limitless, commented: “The need for better and more affordable healthcare has become critical. In industrialised economies, aging populations are putting enormous strains on national healthcare systems, and in emerging economies, population growth and a rising middle class are creating enormous demand for medical care. Nanotechnology is playing an increasingly important role in overcoming this global challenge including work on nanoparticles for drug delivery which can deliver powerful medications to exactly where they are needed in the body and making implantable medical devices more safe and efficacious by modifying and improving the device surfaces at a nanoscale level. The application of nanotechnology is also enabling expensive laboratory analysis and diagnostic testing of DNA to be performed on miniaturised chips, which can dramatically lower the costs and improve quality of personalised medical data. In the field of pharmaceutical research, drug discovery is benefitting enormously from these nanobiotechnology-based systems.”

For further information, please contact:
Limitless Earth plc +44 (7780) 700 091
Guido Contesso
Cairn Financial Advisers LLP +44 (20) 7148 7900
Nominated Adviser
Jo Turner/Tony Rawlinson
Peterhouse Corporate Finance Limited +44 (20) 7469 0930
Peter Greensmith/Charles Goodfellow

About Limitless Earth plc
Limitless Earth plc is a proactive investment company that focuses on making investments in and assisting companies which exhibit the potential to generate returns through capital appreciation. Limitless invests in small companies where there are clear catalysts for value appreciation and the companies are operating in sectors exhibiting long term growth linked to demographic change. Examples of such sectors include cleantech, life sciences, nanotech, medtech, recycling, and new internet opportunities