mybet Holding SE / Key word(s): Corporate Action 23.11.2015 13:59 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. --------------------------------------------------------------------------- The Management Board of mybet Holding SE, Kiel, taking as its basis the authorisation of the Annual General Meeting of June 5, 2014 and with the consent of the Supervisory Board of the company, today resolved to issue a convertible bond totalling up to 50,000 debentures each with a nominal value of EUR 100.00 (the "Debentures" and collectively the "Convertible Bond"), which can be converted into ordinary shares of mybet Holding SE. The Convertible Bond is expected to be issued on December 11, 2015 and has a term up until December 11, 2020. The Debentures will be offered to the shareholders of mybet Holding SE during the subscription period from November 25, 2015 to December 8, 2015, 24:00 hours (in each case inclusive), in the form of an indirect subscription right via ODDO SEYDLER BANK AG. Based on the subscription ratio of 512:1 the shareholders of mybet Holding SE have the right to subscribe to one Debenture for every 512 shares. On the basis of the authorisation of the Annual General Meeting of June 5, 2014 and with today's consent of the Supervisory Board the Management Board has in addition excluded the subscription right for residual amounts resulting from the subscription ratio. Subscription may be for only a whole Debenture or whole multiples thereof. The Debentures will be offered to the shareholders without publication of a prospectus in compliance with Section 1 (2) No. 4 of the German Securities Prospectus Act (WpPG). The issue amount, taking into account today's share price, will represent 100 % of the nominal amount and will therefore be EUR 100.00 per Debenture. During the term the bondholders have the irrevocable right, within certain conversion periods, to convert Debentures into arithmetically an initial 89.6619 no par value shares of mybet Holding, each representing a notional share of the capital stock of EUR 1.00, at an initial conversion price of EUR 1.00, any resulting fractions being added together so that the number of shares delivered will be as indicated by the latter total. Any remaining fractions are settled in cash. The initial conversion price is EUR 1.1153. The Debentures will attract interest at a rate of 6.25 % p.a. on their nominal value. The interest is payable half-yearly in arrears. The Debentures will be collateralised by the pledging of shares in pferdewetten.de AG, Düsseldorf. In addition certain subsidiaries of the company have assumed a guarantee in respect of payment entitlements of the bondholders, in accordance with the terms of the bond. The Debentures not subscribed by shareholders will be offered to investors for subscription through a private placement at the subscription price. Over and above their subscription right shareholders will be granted the opportunity to subscribe to Debentures not taken up under the rights offering and the subsequent private placement, by way of oversubscription. No legal entitlement to Debentures through oversubscription exists. If the oversubscription orders placed by the shareholders should exceed the number of Debentures available after completion of the private placement, the oversubscription rights shall be curtailed pro rata and there shall be a reduced allocation of the Debentures in proportion to the oversubscription. Likewise from the oversubscription right, only whole numbers of units may be allocated to the shareholders. Further details will be announced in the rights offer, which is expected to be published on November 24, 2015. The terms of the bond may be viewed and downloaded immediately after publication of the rights offering in the Federal Gazette and on the homepage of the company at www.mybet-se.com. The Management Board plans to use the proceeds of the issuance of the Convertible Bond in particular for the expansion of the marketing and technology platform of the company, for the expansion of the betting range, for the acquisition of new customers through increased marketing activities, and for the advertising of games in the wider context of the UEFA European Championship in 2016. One investor has indicated its fundamental interest in subscribing to up to 30% of the bond volume. It is intended to apply for inclusion of the Debentures in over-the-counter trading at the Frankfurt Stock Exchange. mybet Holding SE The Management Board Contact: mybet Holding SE Investor Relations & Corporate Communications Yulia Link Tel. +49 (40) 85 37 88 47 Fax +49 (40) 85 37 88 30 Mail yulia.link@mybet.com 23.11.2015 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------------- Language: English Company: mybet Holding SE Jägersberg 23 24103 Kiel Germany Phone: +49 40 85 37 88-0 Fax: +49 40 85 37 88-30 E-mail: ir@mybet.com Internet: www.mybet-se.com ISIN: DE000A0JRU67 WKN: A0JRU6 Listed: Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich, Stuttgart End of Announcement DGAP News-Service ---------------------------------------------------------------------------
DGAP-Adhoc: mybet Holding SE: Ad hoc information on convertible bond 2015/2020
| Source: EQS Group AG