EQS Group AG resolves subscription rights capital increase against cash contribution for up to 1,443,246 new shares
EQS Group AG / Key word(s): Capital Increase EQS Group AG resolves subscription rights capital increase against cash contribution for up to 1,443,246 new shares 25-Feb-2022 / 10:45 CET/CEST Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by DGAP – a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. NOT FOR DISTRIBUTION OR RELEASE 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 THIS RELEASE. Disclosure of insider information pursuant to Article 17 para. (1) of Regulation (EU) No. 596/2014 on Market Abuse as amended (Market Abuse Regulation – MAR) EQS Group AG resolves subscription rights capital increase against cash contribution for up to 1,443,246 new shares Munich, February 25, 2022 – The Management Board of EQS Group AG (“Company“) today resolved, with the approval of the Supervisory Board, to increase the share capital of the Company against cash contributions from currently EUR 8,659,476.00 by up to EUR 1,443,246.00 to up to EUR 10,102,722.00 by issuing up to 1,443,246 new no-par value registered common shares (“New Shares“) with subscription rights of the shareholders of the Company and by partially utilizing the existing Authorized Capital 2021 (“Capital Increase“). The New Shares, each with a pro rata amount of the share capital of the Company of EUR 1.00 and full dividend rights as of January 1, 2021, shall be offered to the shareholders of the Company – subject to the approval of a securities prospectus (“Prospectus“) by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht, “BaFin“) and the publication of the Prospectus – by way of indirect subscription rights during the subscription period expected to begin on February 28, 2022 (inclusive) and ending on March 14, 2022 (inclusive) (“Subscription Period“) in accordance with the terms and conditions of the Subscription Offer and on the basis of the Prospectus. The subscription price amounts to EUR 33.00 per New Share (“Subscription Price“). The Subscription Offer is expected to be published in the Federal Gazette on February 28, 2022. The subscription ratio has been set at 6:1, i.e. six (6) Existing Shares entitle to subscribe for one (1) New Share at the Subscription Price. Existing shares of EQS Group AG (ISIN DE0005494165 / WKN 549416) are expected to be listed on the Open Market (market segment Scale) of the Frankfurt Stock Exchange “Ex-Subscription Right” as of February 28, 2022. New Shares for which subscription rights have not been exercised during the subscription period (“Rump Shares“) will be offered to selected qualified investors in a private placement at a price not lower than the Subscription Price (“Rump Placement“). In this context, Gerlin N.V. has undertaken to acquire 606,061 New Shares, for which the subscription rights have not been exercised, at the Subscription Price, provided that (i) New Shares with a subscription volume of at least EUR 20 million are still available after the end of the subscription period and (ii) the Capital Increase can be implemented with a total volume (gross issue proceeds) of at least EUR 45 million. The inclusion of the New Shares to trading is expected to take place on March 30, 2022. The Company expects gross proceeds from the Capital Increase of up to approximately EUR 47.6 million. The Company intends to use the net proceeds from the Capital Increase The public offering of the New Shares in Germany will be made exclusively by means of and on the basis of the Prospectus, which will be made available, among other places, on the Company’s website (https://www.eqs.com/de/ueber-eqs/investoren). Approval is expected for today. Contact person and person responsible for the communication IMPORTANT NOTICE This release constitutes neither an offer to sell nor a solicitation to buy shares of the Company. A public offer of the new shares in Germany will be made solely on the basis of a securities prospectus yet to be approved by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht – “BaFin“). An investment decision regarding the new shares of the Company should only be made on the basis of such securities prospectus. The securities prospectus will be published promptly upon approval by BaFin and will be available free of charge on the website of the Company (https://www.eqs.com/de/ueber-eqs/investoren).
25-Feb-2022 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. |