Nyxoah Raises 22.5 Million Euros Through Convertible Bonds
The Belgian medical device specialist for the treatment of sleep apnea has completed the first tranche of a convertible bond financing that could reach 45 million euros. This operation was carried out with an entity managed by Heights Capital Management.
Issuance of the First Tranche
On December 18, 2025, Nyxoah issued the first tranche of convertible bonds for a nominal amount of 22.5 million euros, the company reports. This issuance is part of a subscription agreement concluded with Heights Capital Management on November 13, 2025, and amended on December 16, 2025. The operation consists of 225 bonds with a nominal value of 100,000 euros each, fully subscribed by the investor. According to the press release, Nyxoah paid subscription fees amounting to 8% of the initial amount, or 1.8 million euros, which were offset against the subscription price. These bonds bear an annual interest of 6.5% and mature in three years, with quarterly repayments. The first scheduled repayment will take place on February 18, 2026, the company specifies. Each repayment will amount to 8,500 euros per bond, except for the last payment set at 6,500 euros.
Conversion and Repayment Options
The subscriber may convert at any time the unpaid principal amount or each amortization payment into shares, according to the group. The initial conversion price is set at 5 euros per share, which is 125% of the placement price of the shares issued during recent capital increases. According to the press release, Heights Capital Management also has the option to advance or postpone the amortization payments between two scheduled repayment dates. Repayments are to be made in cash for an amount equal to 103% of the initial amount. However, Nyxoah may choose to settle these payments by issuing new ordinary shares. In this case, the issuance price will correspond to the lower of the prevailing conversion price and 90% of the volume-weighted average price over a specified period, the company specifies.
Option for a Second Tranche
The subscription agreement provides an option for Nyxoah to issue a second tranche of convertible bonds for a maximum amount of 22.5 million euros, the company indicates. This option can be exercised between July 18, 2026, and August 18, 2026. The obligation for Heights Capital Management to subscribe to this second tranche remains subject to several prerequisites, particularly related to daily trading volumes and market capitalization. According to the press release, as of December 16, 2025, these conditions were not met: the average of daily traded values stood at 772,176 dollars, the last market capitalization at 177.1 million euros, and the average market capitalization over 30 days at 176 million euros. According to the company, the issuance of this first tranche, combined with recent capital increases and an existing credit facility with the European Investment Bank, extends its cash runway until the third quarter of 2026. If the second tranche were issued, this would extend the financial visibility for an additional two quarters, until the first quarter of 2027, the group specifies.
