EANS-Adhoc: SOLON SE
SOLON SE to launch a rights issue
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.
08.06.2010
Berlin, June 8, 2010: The Management Board of SOLON SE has decided, with the consent of the Supervisory Board, to increase the Company's share capital by EUR 4,694,836.00 to EUR 17,225,032.00 in return for cash contributions by using some of its authorized capital to issue 4,694,836 new no-par-value bearer shares, which correspond to approximately 37 percent of its current share capital. The new shares confer full dividend entitlements on their holders as from January 1, 2009.
The new shares will be offered to existing shareholders for subscription in the ratio of 8:3 in the form of indirect preemption rights, which means that eight existing shares entitle their holders to subscribe for three new shares. The subscription price is EUR 4.26 per new share. This means that the rights issue, once completed, would provide the Company with gross proceeds of EUR 20,000,001.36. Deutsche Bank AG is advising on the transaction.
The subscription period commences on June 18, 2010 and is due to expire on July 1, 2010. The offer to subscribe for new shares will be made to the Company's existing shareholders only. The preemption rights will not be tradable.
Any new shares that are not subscribed for as a result of the offer may be purchased by shareholders only - also at the subscription price - as part of an additional subscription for shares. Binding offers for such additional subscriptions must be submitted within the subscription period. Mithril GmbH, Darmstadt, has given binding undertakings to the Company and Deutsche Bank AG that, if necessary, it will purchase at the subscription price all new shares offered for subscription - i.e. a total of up to 4,694,836 shares - by exercising preemption rights and submitting binding offers for such additional subscriptions.
The new shares are to be admitted to trading in the regulated market on the Berlin and Frankfurt stock exchanges and in the Prime Standard (regulated market segment that imposes further post-admission obligations) on the Frankfurt stock exchange without the publication of an offering prospectus. The new SOLON shares are due to be included in the existing listing on the Berlin and Frankfurt stock exchanges on July 2, 2010.
The proceeds from the rights issue will be used primarily to expand the Company's marketing and sales activities with a focus on the systems technology business and to improve its capital adequacy.
This publication constitutes neither an offer to sell nor a solicitation to buy any securities. In particular, this document is neither an offer to sell securities nor a solicitation to submit an offer to buy securities in the United States. The shares of Solon SE ('Shares') are not allowed to be offered or sold in the United States or to US persons (as defined in Regulation S of the US Securities Act of 1933 as amended ['Securities Act]) or for the account of US persons unless they have been registered or are exempt from the registration requirements specified in the Securities Act. The Shares neither have been nor will be registered as specified in the Securities Act. The Shares are not being publicly offered for sale in the United States.
SOLON SE Therese Raatz Investor Relations Tel.: +49 (0)30 818 799 305 Fax: +49 (0)30 818 799 300 Email: investor@solon.com
end of announcement euro adhoc
Further inquiry note:
Therese Raatz
Head of Corporate Communications
Tel.: +49 30 818 79-9305
E-Mail: therese.raatz@solon.com
Branche: Energy
ISIN: DE0007471195
WKN: 747119
Index: Midcap Market Index, CDAX, HDAX, Technology All Share, GEX,
ÖkoDAX
Börsen: Frankfurt / regulated dealing/prime standard
Berlin / regulated dealing
Hamburg / regulated dealing
Stuttgart / regulated dealing
Düsseldorf / regulated dealing
München / regulated dealing