Epigenomics AG / Key word(s): Capital Increase/Miscellaneous
11.05.2015 08:38
Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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Not for distribution in the United States of America
Berlin, Germany, May 11, 2015 - Today the Executive Board of Epigenomics
AG, Berlin, Germany (Frankfurt Prime Standard: ECX; ISIN: DE000A11QW50),
with the approval of the Supervisory Board, resolved to partially exercise
its authorization under the Company's Authorized Capital 2014/II and to
increase the Company's issued share capital against cash contributions from
currently EUR 16,092,197.00 by up to EUR 976,562 up to EUR 17,068,759 by
issuing up to 976,562 new ordinary registered shares with no-par value,
each such share representing a notional nominal amount of the issued share
capital of EUR 1.00 per share. The new shares will be issued at a
subscription price of EUR 5.12 per new share and will carry full dividend
rights as from January 1, 2015. The capital increase is conducted by way of
rights issue. The new shares will be offered to the Company's shareholders
at a subscription ratio of 33:2, i.e. the Company's shareholders may
subscribe for each 33 existing shares 2 new shares. In addition, the
shareholders will be offered the possibility to subscribe for additional
shares (oversubscription).
The subscription offer is expected to be published on the Company's website
(www.epigenomics.com) and in the German Federal Gazette (Bundesanzeiger) on
May 13, 2015. The subscription period for the Company's shareholders is
expected to begin on May 13, 2015 and to end on May 27, 2015 (in each case
including such dates). No trading in subscription rights will be organized.
Shares not subscribed for by shareholders might subsequently be offered in
a private placement to institutional investors subject to selling
restrictions as may be applicable in certain jurisdictions. The actual
number of new shares eventually issued in, and the final amount of, the
capital increase is determined following the end of the subscription period
and the take up under the private placement; it will be announced by a
separate ad-hoc announcement.
The capital increase is structured in a manner that the gross proceeds
generated by it will at a maximum be equal to an amount just short of EUR
5,000,000.00, but will not reach that amount, so that the capital increase
does not require a prospectus under German law. The amount of the gross
proceeds actually generated depends on the number of new shares eventually
subscribed for or taken up under the private placement and may therefore
fall more or less short of the envisaged maximum amount.
Epigenomics AG intends to use the net proceeds from the offering to finance
certain market introductory measures for Epi proColon(R) in the US, to
strengthen its manufacturing capabilities as well as to build product
inventory and lastly to finance its current business operations.
- End of Ad hoc -
Disclaimer
This publication is not an offer of any securities for sale or a
solicitation of an offer to purchase any securities.
This document is not an offer of securities for sale or a solicitation of
an offer to purchase securities in the United States of America. The shares
of Epigenomics AG (the "Shares") have not been registered under the U.S.
Securities Act of 1933, as amended (the "Securities Act"), and may not be
offered or sold in the United States unless registered under the Securities
Act or pursuant to an exemption from such registration. There will be no
public offering of the Shares in the United States and the Shares will not
be registered under the Securities Act.
Contact:
Epigenomics AG
Antje Zeise CIRO
Manager IR | PR
Epigenomics AG
Phone: +49 (0) 30 24345 386
ir@epigenomics.com
www.epigenomics.com
11.05.2015 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: Epigenomics AG
Geneststraße 5
10829 Berlin
Germany
Phone: +49 30 24345-0
Fax: +49 30 24345-555
E-mail: ir@epigenomics.com
Internet: www.epigenomics.com
ISIN: DE000A11QW50
WKN: A11QW5
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Munich, Stuttgart
End of Announcement DGAP News-Service
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11. May 2015 - 0:00 (CEST)