EANS-Adhoc: HTI - High Tech Industries AG
HTI announces capital increase for
cash - publication of the invitation to subscribe
-------------------------------------------------------------------------------- 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. --------------------------------------------------------------------------------
06.06.2011
Not for publication or distribution in the US, Canada, Japan, Australia or to US citizens
Amount of capital increase: up to 6.038.990 new shares
Issue price: EUR 1,10 per share
Persons entitled to subscribe: all shareholders of HTI High Tech
Industries AG
Subscription ratio: 5 (existing shares): 1 (new share)
Subscription- and offer period: June 09, 2011 to June 24, 2011
New shares carry full dividend rights starting from, and including, the
entire business year 2011St. Marien, June 06, 2011 - HTI High Tech Industries AG (`HTI´), listed at the prime market of the Vienna Stock Exchange, announces the start of a capital increase for cash by issuing of up to 6.038.990 new non-par value bearer shares at a fix subscription and offer price of EUR 1,10 per share while preserving the indirect subscription rights of the shareholders. The capital increase for cash is implemented by partial utilization of the authorized capital, which was granted by the Annual General Meeting on June 30, 2010. Raiffeisen-Landesbank Steiermark AG will support the implementation of the capital increase for cash.
The subscription ratio is 5:1 - meaning that current shareholders who accept the subscription offer have the right to buy 1 new share for 5 of their existing shares at a price of EUR 1,10 per share. To the extent that new shares will not be sold to existing shareholders exercising their subscription rights, the remaining new shares will be offered to selected investors in the course of a private placement subject to a minimum subscription value of EUR 50.000,-- per investor.
Due to an agreement made between HTI and selected core shareholders of the company, the subscribers of the capital increase shall receive shares already admitted to trading at the Vienna Stock Exchange when the capital increase will be closed.
The shareholders who are entitled to subscribe may exercise their legal subscription rights from June 09, 2011 until and including June 24, 2011 (until 16.00 hrs received) through their respective depository banks by notice to Raiffeisen-Landesbank Steiermark AG, Fax: +43-(0)316-4002-900. The company reserves the right to prematurely terminate the (subscription) offer (in part or in whole). The anticipated settlement date is July 01, 2011.
`We are pleased to announce the start of this capital increase for cash as a step towards strengthening both our equity basis and to support further growth. Discussions with potential investors have encouraged us to start this capital increase now. We are already holding binding commitments of private placement investors who are investing a minimum amount of EUR 50.000,-- to subscribe for more than 3,0 million new shares´, HTI CEO Peter Glatzmeier comments on the capital increase.
The invitation to all shareholders of HTI to subscribe is expected to be published in the official gazette `Amtsblatt der Wiener Zeitung´ on June 08, 2011 as well as on the HTI website under www.hti-ag.at.
The new shares and subscription rights were not/will not be registered according to foreign securities acts - especially not according to the United States Securities Act of 1933 ("Securities Act") or registered with any foreign securities authorities. Hence, restrictions for foreign shareholders on exercising their subscription rights may apply. The new shares must not be offered or sold in the USA (except to qualified institutional buyers (`QIB´) according to rule 144A/ Securities Act), Canada, Australia and Japan. US shareholders wishing to exercise their subscription rights have to warrant to their depository bank/the participant in the clearing system that they are QIBs.
Foreign shareholders are hence summoned to autonomously gather information on applicable restrictions on exercising their subscription rights. With regard to the publication made in the `Amtsblatt der Wiener Zeitung´ on May 31, 2011 concerning the 13th Annual General Meeting to be held on June 28, we take the liberty of clarifying that the Annual General Meeting will be held on TUESDAY, June 28 and not, as mistakenly published, on Wednesday.
Legal Notice: This Ad-hoc release is neither a public offer for new HTI shares nor a prospectus pursuant to the Austrian Stock Exchange Act or the Austrian Capital Market Act. This Ad-Hoc information only appeals to bearers of already existing shares of HTI who are entitled to subscribe and is neither an offer to buy or sell securities nor a solicitation of an offer to buy or subscribe for securities. It is no public offer according to § 1/1/1 KMG and no prospectus requiring offer as under § 2/1 KMG.
The new shares and subscription rights were not/will not be registered according to foreign securities acts - especially not according to the United States Securities Act of 1933 ("Securities Act") or registered with any foreign securities authorities. Hence, for foreign shareholders restrictions on exercising their subscription rights may apply. The new shares must not be offered or sold in the USA (except to qualified institutional buyers (`QIB´) according to rule 144A/ Securities Act), Canada, Australia and Japan. US shareholders wishing to exercise their subscription rights have to warrant to their depository bank/the participant in the clearing system that they are QIBs.
Foreign shareholders are hence summoned to autonomously gather information on applicable restrictions on exercising their subscription rights.
This Ad-hoc information and the information contained therein are not intended for release, distribution to, or publication, directly or indirectly, in or into the United States of America (USA), Canada, Australia or Japan and must not be passed on or distributed to "U.S. persons" (as per regulation S of the U.S. Securities Act of 1933 in the currently valued version) as well as passed on to common publication in the US. This press release is neither an offer for sale nor a solicitation to buy any securities in the United States. No public offer for shares of the company will be published in the US.
The Ad-hoc release only appeals to persons (i) outside the United Kingdom or (ii) who have experience with investments in the sense of Article 19 (5) of the U.K. Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (in the currently valid version) (who have "Order") or (iii) persons subjected to Article 49 (2) (a) to (d) of Order ("high net worth companies, unincorporated associations etc.") (all such persons in the following called "Relevant Persons"). A person who is not a Relevant Person, must not trust in or take action on the grounds of this release or its content. Each investment or investment activity, based on this release, shall only be available to Relevant Persons and shall only be made by Relevant Persons.
end of announcement euro adhoc --------------------------------------------------------------------------------
issuer: HTI - High Tech Industries AG
Gruber & Kaja Straße 1
A-4502 St. Marien bei Neuhofen
phone: +43(0)3862/304-8562
FAX: +43(0)3862/304-7598
mail: ir@hti-ag.at
WWW: http://www.hti-ag.at
sector: Holding companies
ISIN: AT0000764626
indexes: WBI, Prime Market
stockmarkets: official market: Wien
language: EnglishContact:
HTI High Tech Industries AG
DI Peter Glatzmeier
CEO
Tel: +43 (0) 3862 304 - 8590
Fax: +43 (0) 3862 304 - 7598
E-Mail: peter.glatzmeier@hti-ag.at
HTI High Tech Industries AG
Mag. Nadja Goyer
Corporate Communications & Investor Relations
Tel: +43 (0) 3862 304 - 8562
Fax: +43 (0) 3862 304 - 7598
E-Mail: nadja.goyer@hti-ag.at
Branche: Holding companies
ISIN: AT0000764626
WKN: A0DQ9W
Index: WBI, Prime Market
Börsen: Wien / official market