euro adhoc: Wire Card AG
Capital measures
Capital increase
ad hoc release
in accordance with § 15 of the German Securities Trading Act
Disclosure announcement transmitted by euro adhoc. The issuer is responsible for the content of this announcement.
12.09.2005
Berlin/Grasbrunn , 12. September 2005 - With the approval of the Supervisory Board, the Management Board of Wire Card AG (the "Company") has decided today to increase its registered share capital from EUR 55,408,228.00 by up to EUR 6,694,457.00 to up to EUR 62,102,685.00, by partially using the authorised share capital, by issuing up to 6,694,457 new non par value bearer shares (the "New Shares").
The New Shares will be participating in profits effective from 1 January 2005.
The Company is granting its shareholders the statutory subscription right at a ratio of 14:10, i.e. fourteen old shares grant a subscription right to subscribe to ten New Shares (the "Rights Offering"). This subscription right consists of (i) the shareholders statutory subscription right and (ii) the right to subscribe to further New Shares resulting from the waiver of the statutory subscription right of the Companys majority shareholder, ebs Holding AG.
The Rights Offering is being granted by way of an indirect subscription right in favor of VEM Aktienbank AG, Rosental 5, 80331 Munich, which is being authorised to subscribe to and take over the up to 6,694,457 New Shares for the issue amount of EUR 1.00 per share, with the obligation to offer the New Shares to the shareholders for subscription ("Subscription Offer") at a ratio of 14:10 against payment of EUR 3.30 per New Share ("Subscription Price"). VEM Aktienbank AG is obliged to transfer all additional proceeds of the share issue to the Company.
The detailed conditions for the Rights Offering will be announced in the electronic Federal Gazette on 14 September 2005.
In addition to the aforementioned subscription rights in the ratio of 14:10, each shareholder may submit a further binding subscription order for subscription to further New Shares against payment of the Subscription Price (the "Subscription Order").
The remaining New Shares, which have not been subscribed to in cash by the shareholders or for which no Subscription Orders have been made will be offered to a small group of selected investors, who have submitted a binding offer to purchase New Shares against payment of the subscription price (private placement).
No trading of the subscription rights will take place.
end of announcement euro adhoc 12.09.2005 15:01:15
Further inquiry note:
Iris Stöckl
Phone: +49 (0)89-4424-2034
E-Mail: iris.stoeckl@wirecard.com
Branche: Telecommunications Services
ISIN: DE0007472060
WKN: 747206
Index: Prime Standard, CDAX, Prime All Share, Technologie All Share
Börsen: Frankfurter Wertpapierbörse / regulated dealing
Berliner Wertpapierbörse / free trade
Hamburger Wertpapierbörse / free trade
Baden-Württembergische Wertpapierbörse / free trade
Börse Düsseldorf / free trade
Niedersächsische Börse zu Hannover / free trade
Bremer Wertpapierbörse (BWB) / free trade