Berlin, September 18, 2017 – The Management Board of Medios AG (“the Company”) has resolved, with the consent of the Supervisory Board, under the partial use of the authorized capital 2017/1 to increase the company’s share capital from EUR 12,421,836.00 by up to EUR 1,242,183.00 to up to EUR 13,664,019.00 by issuing up to 1,242,183 new no-par value bearer shares (“New Shares”) in exchange for cash contributions under the exclusion of the shareholders’ statutory subscription rights. The up to 1,242,183 New Shares are entitled to dividends for the 2017 financial year and are to be offered to institutional investors in the context of a private placement by M.M.Warburg & CO in an accelerated bookbuilding process. The placement price as well as the exact number of new shares to be issued will be determined by the Management Board with the approval of the Supervisory Board after the completion of the placement procedure.
The proceeds will be used to finance the company’s growth strategy, in particular the expansion of production capacities in the area of patient-specific preparations, the digitization of the specialty pharmaceutical trade business and the further expansion of the customer network and the product range. The capital increase is also intended to further strengthen the company’s capital base.
Matthias Gärtner, CFO Medios AG
Medios AG, Friedrichstraße 113a, 10117 Berlin
Phone: +49 30 232 5668 0; Fax: +49 30 232 5668 01
This publication may not be published, distributed or transmitted, directly or indirectly, in the United States of America (including its territories and possessions), Canada, Japan or Australia or any other jurisdiction where such an announcement could be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons who are in possession of this document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This publication does not constitute an offer of securities for sale or a solicitation of an offer to purchase securities of Medios AG in the United States of America, Germany or any other juris-diction. In connection with this transaction there has not been nor will there be a public offering and no publication of a securities prospectus.
Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. The securities referred to herein may not be offered or sold in the United States of America in the absence of registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”). The securities of Medios AG have not been, and will not be, registered under the Securities Act.
This announcement does not constitute a recommendation concerning the placement of securities described in this announcement. Investors should consult a professional advisor as to the suitability of the Placement for the person concerned.
In the United Kingdom, this document is only directed at persons who (i)are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended)(the “Order”) or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.)(all such persons together being referred to as “Relevant Persons”). This document must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.
In member states of the European Economic Area which have implemented the Prospectus Directive (each, a “Relevant Member State”), this announcement and any offer, if made subsequently, is directed exclusively at persons who are “qualified investors” within the meaning of the Prospectus Directive. For these purposes, the expression “Prospectus Directive” means Directive 2003/71/EC (and amendments thereto, including the Directive 2010/73/EU), and includes any relevant implementing measure in the Relevant Member State.
No action has been taken that would permit an offering of the securities, a purchase of the securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any