EANS-Adhoc: UNIQA Insurance Group AG
UNIQA sets subscription and offer price
at EUR 8.00 per share
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ad-hoc disclosure transmitted by euro adhoc with the aim of a Europe-wide
distribution. The issuer is solely responsible for the content of this
announcement.
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Capital measures/Re-IPO
09.10.2013
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES,
AUSTRALIA, CANADA OR JAPAN
UNIQA sets subscription and offer price at EUR 8.00 per share
- Gross proceeds of EUR 757 million successfully raised
- In the aggregate, 94,752,100 shares (including over-allotment shares) placed
with investors
- Free-float will significantly increase up to 35.4% (assuming full exercise of
the greenshoe option)
Vienna, 09 October 2013. The Management Board of UNIQA Insurance Group AG
("UNIQA"), with the approval of the executive committee of UNIQA's Supervisory
Board, has resolved on the subscription and offer price and the aggregate number
of shares (including over-allotment shares) to be placed with investors in the
context of its Re-IPO.
The subscription and offer price was set at EUR 8.00 per share with a total of
94,752,100 shares (including 6,650,000 over-allotment shares) being allocated to
investors resulting in total proceeds of EUR 757 million (incl. over-allotment
shares). In aggregate, 88,102,100 new shares (excluding over-allotment shares)
will be issued, increasing UNIQA's share capital from EUR 214,247,900 by EUR
88,102,100 to EUR 302,350,000. If the Joint Global Coordinators and Bookrunners
fully exercise their greenshoe option and if accordingly up to 6,650,000
additional shares will be newly issued at the final subscription and offer price
in the course of a further capital increase by excluding statutory subscription
rights, UNIQA's share capital will increase from EUR 302,350,000 by EUR
6,650,000 to EUR 309,000,000.
The EUR 757 million proceeds from the capital increase will be used to
strengthen UNIQA's capitalization and thus allow the continued implementation of
the strategy program UNIQA 2.0 as well as provide strategic flexibility for
future growth.
With the successful Re-IPO, UNIQA achieved another crucial milestone in its
strategy to open the company to the capital markets. Given that existing
Austrian core shareholders (footnote) did neither sell any shares as part of the
Re-IPO nor exercise their subscription rights, UNIQA's free float will
significantly increase from 6.9 % to 35.4% (assuming full exercise of the
greenshoe option). This is expected to increase the trading liquidity in UNIQA's
shares and improve UNIQA's long-term access to capital markets. Furthermore,
UNIQA aims to be included in the main index of the Vienna Stock Exchange, the
ATX, as soon as possible.
Total retail demand amounts to 2.9% in terms of the total offering.
UNIQA offered its eligible employees in Austria to subscribe for new shares on a
discount basis. Almost every 6th eligible employee participated with an average
order size of around EUR 5,200, resulting in gross proceeds of approximately EUR
3.6 million.
Trading in the new shares is expected to start on or about 11 October 2013.
Delivery of the shares is expected to take place as planned on or about 14
October 2013.
Deutsche Bank, Morgan Stanley and Raiffeisen Centrobank are acting as Joint
Global Coordinators and Joint Bookrunners for the transaction. Barclays,
Berenberg and UBS are acting as Co-Bookrunners. KBW is acting as advisor to
UNIQA
Footnote: UNIQA's core shareholders are Raiffeisen Zentralbank Österreich AG
("RZB"), Austria Versicherungsverein auf Gegenseitigkeit Privatstiftung
("Austria") and Collegialität Versicherungsverein Privatstiftung
("Collegialität"). Assuming a full exercise of the greenshoe option, RZB will
hold 31.4% of UNIQA's shares indirectly through BL Syndikat Beteiligungs
Gesellschaft m.b.H., RZB Versicherungsbeteiligung GmbH and UQ Beteiligung GmbH,
Austria 30.6% directly and indirectly through Austria Versicherungsverein
Beteiligungs-Verwaltungs GmbH, and Collegialität 2.3% directly.
LEGAL NOTICE
This announcement does not constitute an offer of securities for sale or a
solicitation of an offer to purchase shares (the "Shares") of UNIQA Insurance
Group AG (the "Company" or "UNIQA") in the United States, Austria or any other
jurisdiction. The Shares have already been sold.
This announcement must not be distributed outside of Austria, in particular not
in or into the United States of America, Canada, Japan or Australia, to "U.S.
persons" as defined in Regulation S of the U.S. Securities Act of 1933, or to
any publication media with a general circulation in or into the United States of
America, Canada, Japan or Australia. The Shares have not been and will not be
registered under the U.S. Securities Act of 1933 or with any securities
regulatory authority of any state or other jurisdiction of the United States.
No U.S. federal or state securities commission or regulatory authority has
approved or disapproved of the Shares or passed upon the adequacy or accuracy of
the information in this announcement. Any statement to the contrary is a
criminal offense in the United States of America. There will be no public
offering of the Shares in or into the United States or outside of the United
States to "U.S. persons" as defined in Regulation S under the Securities Act.
The Shares have not been and will not be registered under the applicable
securities laws of Canada, Japan or Australia and, subject to certain
exceptions, may not be offered or sold directly, or indirectly, in or into
Canada, Japan, or Australia.
This announcement contains statements that refer to future developments of
UNIQA. These statements are appraisals that are made based on all information
available to UNIQA at the current point in time. If the assumptions on which
they are based do not occur, actual events may vary from the results currently
expected. For this reason, UNIQA cannot accept liability for such statements.
Further inquiry note:
UNIQA Insurance Group AG
Norbert Heller
Tel.: +43 (01) 211 75-3414
mailto:norbert.heller@uniqa.at
end of announcement euro adhoc
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issuer: UNIQA Insurance Group AG
Untere Donaustraße 21
A-1029 Wien
phone: 01/211 75-0
mail: investor.relations@uniqa.at
WWW: http://www.uniqagroup.com
sector: Insurance
ISIN: AT0000821103
indexes: WBI, ATX Prime
stockmarkets: official market: Wien
language: English
Original content of: UNIQA Insurance Group AG, transmitted by news aktuell