Orascom Development Holding AG
EQS-Adhoc: Orascom Development Holding AG: announces results of its rights offering
EQS Group-Ad-hoc: Orascom Development Holding AG / Key word(s): Miscellaneous/Miscellaneous Orascom Development Holding AG: announces results of its rights offering 14.12.2015 / 18:55 Release of an ad hoc announcement pursuant to Art. 53 KR. The issuer is solely responsible for the content of this announcement. -------------------------------------------------------------------------------- Press Release Orascom Development Holding announces results of its rights offering Altdorf/Cairo, 14 December 2015 - Orascom Development Holding AG (SIX: ODHN, "ODH" or the "Company") today publishes the results of the rights offering, which before deducting transaction fees will increase the equity capital by CHF 133.8 million, thereof CHF 49.6 million from gross cash proceeds and CHF 84.2 million from the conversion of a loan from our major shareholder into equity. 11,866,779 new registered shares were offered at the offer price of CHF 11.28 per share, below the nominal value and at a slight premium to the 30 day Volume Weighted Average Price (VWAP). The exercise of 12 subscription rights entitled the holder the right to purchase 5 new shares against payment of the offer price. Until the end of the subscription period at 12:00 noon CET on 14 December 2015, 66.6% of the subscription rights were exercised, corresponding to 7'903'387 new registered shares. 3'963'392 offered shares for which rights were not exercised were purchased by Samih O. Sawiris, through a controlled entity (SOS Holding), for an aggregate amount of CHF 44.7 million at the same conditions as for existing shareholders of the company. As a result of the transaction, Samih O. Sawiris personally and through controlled entities, will now own 72.6% of all issued shares of the company. Trading in the new registered shares on SIX Swiss Exchange will commence on 16 December 2015 and delivery of the new registered shares against payment of the offer price will be on 17 December 2015. Following completion of the rights offering, Orascom Development Holding AG will have issued a total of 40'409'926 registered shares with a nominal value of CHF 23.20 each. About Orascom Development Holding AG Orascom Development is a leading developer of fully integrated destinations that include hotels, private villas and apartments, leisure facilities such as golf courses, marinas and supporting infrastructure. Orascom Development's diversified portfolio of destinations is spread over eight jurisdictions (Egypt, UAE, Jordan, Oman, Switzerland, Morocco, Montenegro and United Kingdom), with primary focus on touristic destinations. The Group currently operates eight destinations; four in Egypt El Gouna, Taba Heights, Haram City and Makadi, The Cove in United Arab Emirates , Jebel Sifah and Salalah Beach in Oman and Andermatt in Switzerland. Orascom Development has a dual listing, with a primary listing on the SIX Swiss Exchange and a secondary listing on the EGX Egyptian Exchange. Investor Relations Contacts Sara El-Gawahergy Head of Investor Relations Tel: +0100 218 5651 Tel: +41418741711 Email: ir@orascomdh.com Contact Media Relations media@orascomdh.com Disclaimer & Cautionary Statement The information contained in this e-mail, its attachment and in any link to our website indicated herein is not for use within any country or jurisdiction or by any persons where such use would constitute a violation of law. If this applies to you, you are not authorized to access or use any such information. Certain statements in this e-mail and the attached news release may be forward-looking statements, including, but not limited to, statements that are predications of or indicate future events, trends, plans or objectives. Forward-looking statements include statements regarding our targeted profit improvement, return on equity targets, expense reductions, pricing conditions, dividend policy and underwriting claims improvements. Undue reliance should not be placed on such statements because, by their nature, they are subject to known and unknown risks and uncertainties and can be affected by other factors that could cause actual results and Orascom Development Holding AG's plans and objectives to differ materially from those expressed or implied in the forward looking statements (or from past results). Factors such as (i) general economic conditions and competitive factors, particularly in our key markets; (ii) performance of financial markets; (iii) levels of interest rates and currency exchange rates; and (vii) changes in laws and regulations and in the policies of regulators may have a direct bearing on Orascom Development Holding AG's results of operations and on whether Orascom Development Holding AG will achieve its targets. Orascom Development Holding AG undertakes no obligation to publicly update or revise any of these forward-looking statements, whether to reflect new information, future events or circumstances or otherwise. It should further be noted, that past performance is not a guide to future performance. Please also note that interim results are not necessarily indicative of the full-year results. Persons requiring advice should consult an independent adviser. The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, in any jurisdiction in which such offer or solicitation would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction. This document is not for distribution, directly or indirectly, in or into the United States (including its territories and dependencies, any state of the United States and the District of Columbia), Canada, Japan, Australia or any jurisdiction into which the same would be unlawful. This document does not constitute or form a part of any offer or solicitation to purchase, subscribe for or otherwise acquire securities in the United States, Canada, Japan, Australia or any jurisdiction in which such an offer or solicitation is unlawful. ODH shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or under any securities laws of any state or other jurisdiction of the United States and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within the United States except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. Subject to certain exceptions, the ODH shares are being offered and sold only outside the United States in accordance with Regulation S under the Securities Act. There will be no public offer of these securities in the United States. The ODH shares have not been approved or disapproved by the U.S. Securities and Exchange Commission, any state's securities commission in the United States or any U.S. regulatory authority, nor have any of the foregoing authorities passed upon or endorsed the merits of the offering of the ODH shares or the accuracy or adequacy of this document. Any representation to the contrary is a criminal offence in the United States. The information contained herein does not constitute an offer of securities to the public in the United Kingdom. No prospectus offering securities to the public will be published in the United Kingdom. This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents. Any offer of securities to the public that may be deemed to be made pursuant to this communication in any EEA Member State that has implemented Directive 2003/71/EC (together with any applicable implementing measures in any Member State, the "Prospectus Directive") is only addressed to qualified investors in that Member State within the meaning of the Prospectus Directive. End of ad hoc announcement -------------------------------------------------------------------------------- 14.12.2015 News transmitted by EQS Schweiz AG. www.eqs.com - news archive: http://switzerland.eqs.com/de/News The issuer is responsible for the contents of the release. -------------------------------------------------------------------------------- Language: English Company: Orascom Development Holding AG Gotthardstraße 12 6460 Altdorf Switzerland Phone: +41 41 874 17 17 Fax: +41 41 874 17 07 E-mail: ir@orascomdh.com Internet: www.orascomdh.com ISIN: CH0038285679 Valor: A0NJ37 Listed: Foreign Exchange(s) SIX End of News EQS Group News Service -------------------------------------------------------------------------------- 423541 14.12.2015