Medios AG / Key word(s): Capital Increase
03-Jun-2020 / 17:40 CET/CEST
THE INFORMATION CONTAINED IN THIS RELEASE IS NOT FOR PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER COUNTRIES WHERE SUCH DISTRIBUTION OR PUBLICATION MIGHT BE UNLAWFUL
Medios AG resolves on capital increase against cash contributions of up to almost 10% of the share capital
Berlin, 3 June 2020 – Today, the Management Board of Medios AG (the ‘Company’) has resolved, with the consent of the Supervisory Board, to increase the share capital against cash contributions, making partial use of the Authorized Capital 2018 and 2019. Accordingly, the Company’s share capital of currently €14,628,590.00 is expected to increase by up to almost 10% by issuing up to 1,456,401 new no-par value bearer shares (‘New Shares’). The statutory subscription rights of the shareholders are excluded. The New Shares carry the same rights as the existing shares with the ISIN DE000A1MMCC8 and will be admitted to trading on the regulated market of the Frankfurt Stock Exchange, without a prospectus, with simultaneous admission to the sub-segment of the regulated market with additional post-admission obligations (Prime Standard).
The New Shares are to be offered for purchase exclusively to institutional investors in an international private placement by means of an accelerated bookbuilding process.
The placement price and the exact number of New Shares to be issued will be determined by the Management Board with the approval of the Supervisory Board after completion of the placement procedure. The first trading day of the New Shares is expected to be June 5, 2020. Delivery of the New Shares is envisaged for Monday, 8 June 2020.
Notifying person: Matthias Gärtner, Chief Financial Officer (CFO) of Medios AG
Information and Explanation of the Issuer to this News:
The private placement will commence immediately following the publication of this announcement. The order book is expected to close on 4 June 2020 prior to the start of trading, although the Company reserves the right to close the order book at any time earlier.
The expected net proceeds from the offering will be used to further expand Medios’ leading position as provider of specialty pharma solutions through both organic and external growth opportunities. The additional funds allow the Company to tap attractive growth potential in additional indications, to further expand its existing partner network, and to substantially increase its production capacity for patient-specific medication. The Company continuously monitors the market to capitalize on external growth opportunities and intends to play an active role in the ongoing market consolidation process in order to accelerate its proven growth strategy.
Following the successful placement of all New Shares, the free float of Medios AG will increase from currently around 62% to up to around 66% of the share capital, which will help to further improve the liquidity of the stock and additionally support the admission to the SDAX.
The company has agreed to a lock-up period of 90 days subject to customary market exceptions.
Joh. Berenberg, Gossler & Co. KG is acting as Sole Global Coordinator and Sole Bookrunner for the private placement.
About Medios AG
Medios AG is Germany’s first publicly listed Specialty Pharma company. The shares (ISIN: DE000A1MMCC8, DE000A288821) are listed in the Regulated Market of the Frankfurt Stock Exchange (Prime Standard).
Kirchhoff Consult AG
Reservation on future statements/no obligation to update
This announcement is neither an offer nor a solicitation to subscribe to or purchase securities of Medios AG in the United States of America, Germany or any other country. No public offer has been or will be made or prospectus published in connection with this transaction.
Neither this publication nor its contents may be used as the basis for an offer in any country. The aforementioned securities may not be sold or offered for sale in the United States of America absent registration or an exemption from registration under the United States Securities Act of 1933, as amended (the ‘Securities Act’). The securities of Medios AG are not and will not be registered under the Securities Act.
This announcement does not constitute a recommendation regarding the placement of the securities described in this announcement. Investors should consult a professional advisor as to the suitability of the offer for the person concerned.
In the United Kingdom, this publication is directed only at (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the ‘Order’), as amended, or (ii) persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, partnerships, etc.) (such persons together being referred to as ‘Relevant Persons’). No persons other than Relevant Persons may refer to or rely on this publication. Any investment or investment opportunity referred to in this publication is available only to Relevant Persons and will be engaged in only with Relevant Persons.
The offer referred to herein, which is made in Member States of the European Economic Area and the United Kingdom (each a ‘Relevant Member State’) is only addressed to ‘qualified investors’ within the meaning of Article 2 (e) of the Prospectus Regulation (‘Qualified Investors’). For these purposes, the term ‘Prospectus Regulation’ means Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market and repealing Directive 2003/71/EC, and also includes the delegated regulations in this regard.
No measures have been taken that would permit the offer of the securities, their acquisition or the distribution of this publication in countries where this is not permitted. Anyone who comes into possession of this publication must inform themselves about any restrictions and observe them.
|Phone:||+49 30 232 566 – 800|
|Fax:||+49 30 232 566 – 801|
|Listed:||Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Dusseldorf|
|EQS News ID:||1059597|
|End of Announcement||DGAP News Service|