EANS-Adhoc: Progress-Werk Oberkirch AG
Company resolves on capital increase for cash at a
subscription ratio of 4:1
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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.
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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
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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