NOT FOR DISSEMINATION, PUBLICATION OR RELEASE IN OR WITHIN THE US, AUSTRALIA, JAPAN, CANADA OR OTHER JURISDICTIONS IN WHICH SUCH PUBLICATION MAY BE UNLAWFUL. PLEASE NOTE THE IMPORTANT INFORMATION AT THE END OF THIS NOTICE.
STEICO SE resolves on capital increase of up to 10 percent of issued share capital
Feldkirchen (Munich), 19th September 2017 - The Board of Directors of STEICO SE, Feldkirchen, (ISIN: DE000A0LR936), (the "Company") has resolved to increase the Company's share capital by up to 10%. Shareholders' subscription rights are excluded in conformance with Section 186 (3) sentence 4 German Stock Corporation Act (AktG). The capital increase shall be effected against cash contributions and with partial utilisation of the existing authorized capital of EUR6,401,575.00 pursuant to Art. 4 (3) of the Company's Articles of Association.
The Company's share capital shall thus be increased from EUR12,803,150.00 to up to EUR14,083,465.00 through the issue of up to 1,280,315 new no-par value bearer shares. The new shares will carry full dividend rights for the fiscal year 2017 and will carry the same rights as the existing shares. The new shares are expected to be trading in the m:access from 25th September 2017 onwards. The net issue proceeds from the capital increase shall be used to finance the Company's growth strategy, especially for the build-up of new or extended production capacities for wood fibre insulation and/or construction products, potential acquisition targets (used production lines, complementary business fields), as well as general business purposes.
The new shares will be offered for purchase to institutional investors in a private placement by way of an accelerated bookbuilding process, which starts immediately following the publication of this disclosure. The Company will reserve the right to close the order book at any time.
The free float will rise by the capital increase from 32.8% to 38.9% and thereby increase the market liquidity of the STEICO SE share. The Company and Schramek GmbH as majority shareholder of the Company have both agreed a twelve-month lock-up with the underwriting banks subject to customary exceptions. Schramek GmbH is expected to remain a long-term majority shareholder in STEICO SE. COMMERZBANK AG and ODDO-BHF act as Joint Global Coordinators and Joint Bookrunners for the transaction.
Company profile
STEICO develops, produces and markets ecological construction products made of renewable raw materials. STEICO is the European market leader for wood fiber insulation materials.
Contact
Andreas Schulze
STEICO SE
Otto-Lilienthal-Ring 30
85622 Feldkirchen
Phone: +49-(0)89-99 15 51-548
Fax: +49-(0)89-99 15 51-704
E-mail: a.schulze@steico.com
www.steico.com
Disclaimer
This publication may not be published, distributed or transmitted, directly or indirectly, in the United States of America (including its territories and possessions), Canada, Japan or Australia or any other jurisdiction where such an announcement could be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons who are in possession of this document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This publication does not constitute an offer of securities for sale or a solicitation of an offer to purchase securities of STEICO SE or of any of its subsidiaries in the United States of America, Germany or any other jurisdiction. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. The securities referred to herein may not be offered or sold in the United States of America in the absence of registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the 'Securities Act'). The securities of STEICO SE have not been, and will not be, registered under the Securities Act.
This announcement does not constitute a recommendation concerning the placement of securities described in this announcement. Investors should consult a professional advisor as to the suitability of the Placement for the person concerned.
In the United Kingdom, this document is only directed at persons who (i)are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the 'Order') or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as 'Relevant Persons'). This document must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.
In member states of the European Economic Area which have implemented the Prospectus Directive (each, a 'Relevant Member State'), this announcement and any offer, if made subsequently, is directed exclusively at persons who are 'qualified investors' within the meaning of the Prospectus Directive. For these purposes, the expression 'Prospectus Directive' means Directive 2003/71/EC (and amendments thereto, including the Directive 2010/73/EU), and includes any relevant implementing measure in the Relevant Member State.
No action has been taken that would permit an offering of the securities, a purchase of the securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions
19-Sep-2017 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
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