NautaDutilh Advises Nyxoah on USD 77 Million Financing and Convertible Bond Facility with Heights Capital Management

NautaDutilh assisted Nyxoah SA in securing financing commitments of up to USD 77,000,000, advising the medical technology company in a capital increase effected by a private placement and a registered direct offering in the United States, and in the issuance of convertible bonds to Heights Capital Management. Under the private placement and the registered direct offering, Nyxoah issued a total of 5,481,687 ordinary shares at an aggregate subscription price of EUR 21,926,713. Certain current shareholders, directors and members of Nyxoah’s management also participated in the capital increase. The private placement closed on 18 November 2025. Nyxoah additionally entered into a subscription agreement with Heights Capital Management for the issuance of convertible bonds for an aggregate maximum principal amount of up to EUR 45,000,000. The convertible bonds are structured in two tranches, each with a maximum principal amount of EUR 22,500,000; Heights will subscribe to 92% of each tranche (EUR 20,700,000). The first tranche of the convertible bonds closed on 18 December 2025. Nyxoah intends to use the net proceeds from the offering to support commercialisation activities in the United States and to advance commercialisation of the Genio system in its initial target markets outside the United States; to continue gathering clinical data and to support physician‑initiated clinical research projects related to OSA patient treatments; to further finance research and development activities related to Genio system upgrades, manufacturability redesigns and cost reduction initiatives; to build a pipeline of new technologies and explore potential collaboration opportunities in monitoring and diagnostics for OSA; and for general corporate purposes, including working capital, capital expenditures, investments or acquisitions and collaborations. NautaDutilh represented Nyxoah SA with a team composed by: Philippe Remels, Lentle Nijs and Jelle Schuermans.

NautaDutilh Advises Nyxoah on USD 77 Million Financing and Convertible Bond Facility with Heights Capital Management

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