EANS-Adhoc: Progress-Werk Oberkirch AG
Company resolves on capital increase for cash at a
subscription ratio of 4:1
-------------------------------------------------------------------------------- ad-hoc disclosure pursuant to section 15 of the WpHG transmitted by euro adhoc with the aim of a Europe-wide distribution. The issuer is solely responsible for the content of this announcement. -------------------------------------------------------------------------------- Company Information 23.04.2012 Oberkirch, April 23, 2012 - The Management Board of Progress-Werk Oberkirch AG resolved today, with the approval of the Supervisory Board, to make partial use of the existing authorized capital to increase the company´s nominal share capital of EUR 7,500,000.00 by up to EUR 1,875,000.00 to up to EUR 9,375,000.00 for contribution in cash by issuing up to 625,000 new no-par value bearer shares each corresponding to EUR 3.00 of the nominal capital. The new shares will carry full dividend entitlement as of January 1, 2012. The purpose of the capital increase is to finance future growth and the increased order volume as well as to build up assembly locations. The capital increase will be implemented by way of a subscription rights offering to existing shareholders of Progress-Werk Oberkirch AG. Progress-Werk Oberkirch AG has mandated Landesbank Baden-Württemberg to act as lead manager and Silvia Quandt & Cie. AG as co-lead manager for the transaction. In an underwriting agreement dated today, Landesbank Baden-Württemberg has committed itself to subscribe to up to 625,000 new shares with the obligation to offer them for subscription to the existing shareholders of Progress-Werk Oberkirch AG at a subscription ratio of 4:1, i.e. four existing bearer shares entitle the holder to acquire one new share. The shareholders of Progress-Werk Oberkirch AG have the opportunity to subscribe to new shares beyond the subscription rights by way of a supplemental subscription. The subscription rights will not be tradeable. The subscription period for the new shares is expected to run from April 30, 2012 to May 14, 2012. The subscription price will be determined by the Management Board, with the approval of the Supervisory Board, during the second week of the subscription period, presumably on May 7, 2012, and will immediately thereafter be published by way of an ad hoc announcement and on the company´s website. Further details of the capital increase will be set forth in the subscription offer, the publication of which in the Federal Gazette is scheduled for April 27, 2012. Progress-Werk Oberkirch AG The Management Board Information and Explanation of the Issuer on this News: This announcement constitutes neither an offer to sell nor an invitation to buy securities. The shares in Progress-Werk Oberkirch Aktiengesellschaft (the "Shares") may not be offered or sold in the United States or to or for the account or benefit of "U.S. persons" (as such term is defined in Regulation S under the Securities Act of 1933, as amended (the "Securities Act")) absent registration or an exemption from registration under the Securities Act. The Shares have not been and will not be registered under the Securities Act. No offer or sale of securities is being made to the public. The offer of the Shares is addressed solely to the current shareholders of Progress-Werk Oberkirch Aktiengesellschaft and is not a public offer. Not for distribution, publication or transmission in or into the United States, Canada, Japan or Australia. Further inquiry note: Bernd Bartmann (CFO) Phone: +49 7802 / 84-347 Fax: +49 7802 / 84-789 e-Mail: bernd.bartmann@progress-werk.de end of announcement euro adhoc -------------------------------------------------------------------------------- issuer: Progress-Werk Oberkirch AG Industriestraße 8 D-77704 Oberkirch phone: +49(0)7802 84-0 mail: info@progress-werk.de WWW: http://www.progress-werk.de sector: Automotive Equipment ISIN: DE0006968001 indexes: stockmarkets: free trade: Berlin, München, Hamburg, Düsseldorf, Stuttgart, regulated dealing/prime standard: Frankfurt language: English
Original-Content von: Progress-Werk Oberkirch AG, übermittelt durch news aktuell