DGAP-News: ENAPTER AG ANNOUNCES START OF SUBSCRIPTION OFFER FOR CASH CAPITAL INCREASE AFTER APPROVAL OF SECURITIES PROSPECTUS
DGAP-News: Enapter AG
/ Key word(s): Miscellaneous
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IM-PORTANT NOTICE AT THE END OF THIS RELEASE.
ENAPTER AG ANNOUNCES START OF SUBSCRIPTION OFFER FOR CASH CAPITAL INCREASE AFTER APPROVAL OF SECURITIES PROSPECTUS
- Approval of the securities prospectus for the offering of 3,121,475 new shares of Enapter AG by BaFin on 17 June 2022
- Key facts of the subscription offer
o Subscription ratio: 3:1
o Subscription price: EUR 19.00 per new share
o Subscription period: 23 June 2022 to 6 July 2022
Berlin (22 June 2022) - Enapter AG (ISIN: DE000A255G02) announces the approval of the securities prospectus by the German Federal Financial Supervisory Authority (BaFin) for the public offering of 3,121,475 new shares on 17 June 2022 and the start of the subscription offer of its cash capital increase resolved on 7 April 2022.
The new shares of Enapter AG will be offered to the shareholders (with the exception of the majority shareholder BluGreen Company Limited) by granting the indirect subscription right at a subscription ratio of 3:1 (i.e. three old shares grant the right to subscribe for one new share) at a price of EUR 19.00 per new share during the subscription period 23 June 2022 (0:00 a.m.) to 6 July 2022 (midnight). As of 23 June 2022, the shares of Enapter AG will be traded without subscription rights (ex subscription rights). The Company grants shareholders an oversubscription option on new shares not subscribed. The new shares will carry dividend rights from 1 January 2021. The corresponding subscription offer has been published in the German Federal Gazette today.
The majority shareholder BluGreen Company Limited ("BluGreen"), has declared that it will not exercise its subscription rights in the capital increase as a whole, thus enabling a placement of new shares not included in the subscription offer with new investors in several tranches by way of private placements. BluGreen has entered into a backstop agreement in which, in the event that the total subscriptions from the first tranche of the private placement, for which subscriptions were possible on 7 April 2022, fall short of a volume of EUR 30 million, up to a maximum amount of EUR 15 million, BluGreen has undertaken to make up this sum to EUR 30 million through its own subscription. Under the first tranche of the private placement, placed in April 2022, proceeds of EUR 30 million were secured, including BluGreen's backstop commitment. The 861,426 shares taken up by new investors in the first tranche of the private placement were delivered from a securities loan granted by BluGreen for accelerated settlement purposes. In a second tranche of the private placement in May 2022, a total of 1,052,631 shares were acquired by the strategic investor Johnson Matthey Investments Limited, generating gross issue proceeds of around EUR 20 million. These shares have also already been delivered from the securities loan. The subscription offer now serves to give existing shareholders the opportunity to participate in the capital measure resolved on 7 April 2022 on the same terms as the private placement in the course of a public offering. It is intended that the shares subscribed for by shareholders in the subscription offer will also be deliverable by means of the securities loan shortly after the end of the subscription period. There will be no trading in subscription rights.
Further details of the capital increase and the offer of the new shares can be found in the securities prospectus approved by BaFin, which is available on the website of Enapter AG (www.enapterag.de).
The subscription offer is accompanied by mwb fairtrade Wertpapierhandelsbank AG.
About Enapter AG:
Enapter AG is listed on the regulated markets of the Frankfurt (General Standard) and Hamburg stock exchanges, WKN: A255G0
States of America (including its territories and possessions, any state of the United States and the District of Columbia, “United States”), Australia, Canada, Japan or any other jurisdiction in which the publication, distribution or release would be unlawful. This release constitutes neither an offer to sell nor a solicitation to buy or subscribe to securities of Enapter AG (“Company”) in the United States, Australia, Canada, Japan or any other jurisdiction to whom or in which such offer or solicitation is unlawful. Securities of the Company (“Securities”) have not been and will not be registered under the U.S. Securities Act of 1933, as amended (“Securities Act”). Securities of the Company may not be offered or sold in the United States. There will be no public offering of Securities in the United States or any other jurisdiction outside Germany. The Securities have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended. The Securities may not be offered or sold in the United States, Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of the United States, Australia, Canada or Japan.
This release is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any Securities. No offer of Securities is being, or will be made, to the public outside the Federal Republic of Germany (“Germany”). A public offer in Germany is being made solely by means of, and on the basis of, the published prospectus which was approved by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht – “BaFin”). The approval of the prospectus by BaFin should not be understood as an endorsement of the Securities offered. The prospectus is available free of charge on the Company’s website (https://enapterag.de). An investment decision regarding the publicly offered Securities should only be made on the basis of the prospectus. Potential investors should purchase Securities solely on the basis of the prospectus relating to the Securities and should read the prospectus be-fore making an investment decision in order to fully understand the potential risks and rewards associated with the decision to invest in the Securities.
This release is not a prospectus within the meaning of the Prospectus Regulation (Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC), as amended.
22.06.2022 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
|Listed:||Regulated Market in Frankfurt (General Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich, Stuttgart, Tradegate Exchange|
|EQS News ID:||1381501|
|End of News||DGAP News Service|