Quanmax AG / Key word(s): Capital Increase
01.12.2011 11:14
Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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Quanmax AG increases share capital by issuing new shares carrying
pre-emptive subscription rights
- Pre-emptive subscription right 1 new share at EUR 1.70 for each 9 old
shares
- The management and major core shareholders guarantee 90% of the capital
increase
- Capital measure finances the acquisition of S&T
Linz, 1st December 2011. On 1st December 2011, the Management Board of
Quanmax AG decided to increase S&T's share capital by means of authorised
capital after having obtained the Supervisory Board's consent on the same
day. In the course of this capital increase, the share capital of Quanmax
AG of currently EUR 24,127,298.00, divided into 24,127,298 non-par value
bearer shares with a pro rata amount of the share capital of EUR 1.00 per
share, is increased in return for a cash contribution by an amount of up to
EUR 2,680,810.00 to up to EUR 26,808,108.00 by issuing up to 2,680,810.00
new non-par value bearer shares with an arithmetical share in the share
capital of EUR 1.00 per share ('New Shares'). The New Shares entitle the
shareholders to a share in profits as of 1st January 2011. The New Shares
are issued for a subscription price of EUR 1.70 per share. Only existing
shareholders of the company are permitted to subscribe for the New Shares.
The pre-emptive subscription rights may be transferred within the group of
these shareholders. Pre-emptive subscription rights are not exchange
traded. The subscription ratio is 9 : 1, i.e. nine (9) old shares entitle
the shareholder to one (1) New Share. Where, as a result of the
subscription ratio, shareholders are notionally entitled to fractions of
shares, they are not entitled to New Shares or a cash payment in respect of
the arising residual amounts.
The subscription period for the New Shares starts on 4 December 2011 and
ends on 16 December 2011, 12:00 p.m. (CEST) Any New Shares offered for
subscription, but not subscribed for, within the subscription period may be
purchased exclusively by the shareholders at the subscription price under
the so-called 'oversubscription privilege'. Each shareholder entitled to
exercise subscription rights may make a binding offer for the purchase of
New Shares in addition to the New Shares which he is entitled to subscribe
for in accordance with the subscription ratio applicable to his old shares.
Where, due to high demand for New Shares, it is not possible to allot all
additional New Shares to all shareholders wishing to subscribe for them,
offers for the purchase of additional New Shares will be taken into account
in proportion to the ratio at which the statutory subscription rights were
exercised, until the total cash capital increase volume referred to in
clause 1 has been exhausted. The major core shareholders and the management
have committed themselves to subscribe for up to 90% of the capital
increase if not all subscription rights are exercised.
Each shareholder may exercise his subscription right via his custodian bank
with VEM Aktienbank AG, Munich. VEM Aktienbank AG has committed itself to
subscribe for all New Shares under a subscription agreement, to offer them
for subscription by the shareholders by means of an indirect subscription
right and to allot the shares subscribed for to the shareholders in return
for payment of the subscription price according to the extent to which they
have exercised their subscription rights after registration of the capital
increase in the commercial register. The shareholder must pay the
subscription price of EUR 1.70 per New Share via his custodian bank to VEM
Aktienbank AG within the subscription period.
In total, the company may generate cash funds of up to EUR 4.5 million. The
funds from the capital increase will strengthen the financial position of
Quanmax AG and contribute to the total funding of the acquisition of S&T
AG.
The offer for subscribing for shares of Quanmax AG is not a public offer.
It is exclusively addressed to already existing shareholders of Quanmax AG.
01.12.2011 DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: Quanmax AG
Industriezeile 35
4021 Linz
Austria
Phone: +43 (732) 7664 - 0
Fax: +43 (732) 7664 - 801
E-mail: [email protected]
Internet: www.quanmax.ag
ISIN: AT0000A0E9W5
WKN: A0X9EJ
Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin, Düsseldorf, Hamburg, München, Stuttgart
End of Announcement DGAP News-Service
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