MOLOGEN AG / Key word(s): Capital Increase
24.03.2015 20:57
Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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Mologen AG resolves capital increase from authorized capital of up to
5,657,875 shares
Berlin, 24 March 2015 - Today, the executive board of MOLOGEN AG (ISIN
DE0006637200/WKN 663720) resolved, with the approval of the supervisory
board, to increase the share capital of the company against contributions
in cash and with indirect subscription rights for existing shareholders by
partial utilization of the authorized capital pursuant to section 4 para. 3
of the articles of association (Authorized Capital 2014). Thereby, the
company's share capital is increased from EUR 16,973,626 by up to EUR
5,657,875 to up to EUR 22,631,501 against contribution in cash through the
issue of up to 5,657,875 new ordinary bearer shares with a notional value
of EUR 1.00 per share. The new shares will carry full dividend rights as of
1 January 2014.
The new shares will be subscribed for by the participating bank with the
obligation to offer the new shares to the company's shareholders for
subscription at a ratio of 1:3 (1 new share per 3 existing shares) at a yet
to be determined subscription price during a two-week subscription period.
The company will probably determine the subscription price on 30 March 2015
after closing of the stock exchange at the best possible price depending on
the market situation and in consideration of an incentivising discount in
relation to the volume weighted average share price in Xetra trading during
the last ten trading days or on the in XETRA trading lastly determined
stock price.
Subject to the approval of the securities prospectus for the rights issue
by the German Financial Supervisory Authority (BaFin), the shareholders may
exercise their subscription rights during the subscription period which is
expected to last from 7 April through 21 April 2015 (inclusive). The
shareholders will be granted the additional possibility to acquire such
shares which have not been subscribed for by other shareholders (so-called
oversubscription); however, shareholders have no legal right to claim the
allotment of such shares in the context of the oversubscription. Any new
shares that are not subscribed for within the subscription period will in
addition be offered to qualified investors by way of an international
private placement in certain selected jurisdictions. The inclusion of the
new shares into the existing trading is expected for 28 April 2015.
Subject to the approval by BaFin, a securities prospectus with
comprehensive information on and risk factors relating to the subscription
offer is expected to be published on 31 March 2015 on the website of
MOLOGEN AG.
MOLOGEN AG intends to use the net proceeds from this offering primarily to
strengthen its equity capital base and, in particular, to further develop
the product candidate MGN1703.
- End of the ad-hoc notification -
DISCLAIMER
This announcement does not constitute an offer to buy shares or other
securities of MOLOGEN AG and does not replace the prospectus. Investment
decisions with respect to the shares or other securities of MOLOGEN AG
shall only take place on the basis of the prospectus which will be
available after the approval by the German Financial Supervisory Authority
(BaFin) free of charge at MOLOGEN AG.
This announcement does not contain or constitute an offer of, or the
solicitation of an offer to buy or subscribe for, securities to any person
in the United States of America (the "United States"), Australia, Canada or
Japan or in any jurisdiction to whom or in which such offer or solicitation
is unlawful. The securities referred to in this announcement will not be
and have not been registered under the U.S. Securities Act of 1933, as
amended (the "U.S. Securities Act") and may not be offered or sold in the
United States absent registration or an applicable exemption from
registration requirements under the U.S. Securities Act. Subject to certain
exceptions, the securities referred to in this announcement may not be
offered or sold in Australia, Canada or Japan, or to, or for the account or
benefit of, any national, resident or citizen of Australia, Canada or
Japan. The offer and sale of the securities referred to in this
announcement has not been and will not be registered under the U.S.
Securities Act or under the applicable securities laws of Australia, Canada
or Japan. There will be no public offer of the securities in the United
States.
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Information and Explaination of the Issuer to this News:
Contact
Claudia Nickolaus
Head of Investor Relations & Corporate Communications
Tel: +49 - 30 - 84 17 88 - 38
Fax: +49 - 30 - 84 17 88 - 50
investor@mologen.com
24.03.2015 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: MOLOGEN AG
FabeckstraÃe 30
14195 Berlin
Germany
Phone: 030 / 841788-0
Fax: 030 / 841788-50
E-mail: presse@mologen.com
Internet: www.mologen.com
ISIN: DE0006637200
WKN: 663720
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich,
Stuttgart
End of Announcement DGAP News-Service
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DGAP-Adhoc: Mologen AG resolves capital increase from authorized capital of up to 5,657,875 shares
| Source: EQS Group AG