Epigenomics AG / Key word(s): Capital Increase/Corporate Action
30-March-2020 / 19:53 CET/CEST
NOT FOR PUBLICATION, DISTRIBUTION OR TRANSMISSION TO OR WITHIN THE UNITED STATES OF AMERICA, CANADA, JAPAN AND AUSTRALIA
Epigenomics AG decides to increase share capital by way of private placement
Berlin, March 30, 2020 – The Executive Board of Epigenomics AG (Frankfurt Prime Standard: ECX, OTCQX: EPGNY; the “Company”) today resolved, with approval of the Supervisory Board, to increase the share capital using the Authorized Capital 2019/I. The Company’s share capital shall be increased from currently EUR 43,527,692.00 by up to EUR 3,602,154 to up to EUR 47,129,846.00 by issuing up to 3,602,154 new registered no par value shares of the Company against cash contributions. The placement price per new share will be determined following a bookbuilding process. The new shares will be offered by way of a private placement to institutional investors with the exclusion of the shareholders’ subscription rights and carry full dividend rights as of January 1, 2019.
M.M.Warburg & CO (AG & Co.) Kommanditgesellschaft auf Aktien is acting as sole underwriter of the transaction. The sole placement agent for the private placement in the U.S.A. is Raymond James & Associates, Inc.
This publication does not constitute or form part of, and should not be construed as an offer or an invitation to sell, or issue or the solicitation of any offer to buy or subscribe for, any securities. This publication does, in particular, not constitute an offer to sell or a solicitation of an offer to purchase any securities in the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or the laws of any state within the U.S., and may not be offered or sold in the United States or to or for the account or benefit of U.S. persons, except that the offered shares may be offered or sold to qualified institutional buyers in reliance on certain exemptions from the registration requirements of the Securities Act and applicable state securities laws. This publication and the information contained herein may not be distributed or sent into the United States, or in any other jurisdiction in which offers or sales of the securities described herein would be prohibited by applicable laws, and should not be distributed to United States persons or by way of publications with a general circulation in the United States. No public offering of the shares is being made in the United States. Subject to certain exceptions, the securities referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan. The securities referred to herein have not been and will not be registered under the applicable securities laws of Australia, Canada or Japan.
This communication expressly or implicitly contains certain forward-looking statements concerning Epigenomics AG and its business. Such statements involve certain known and unknown risks, uncertainties and other factors which could cause the actual results, financial condition, performance or achievements of Epigenomics AG to be materially different from any expected results, performance or achievements expressed or implied by such forward-looking statements. Epigenomics AG is providing this communication as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise.
|Phone:||+49 30 24345-0|
|Fax:||+49 30 24345-555|
|Listed:||Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich, Stuttgart, Tradegate Exchange|
|EQS News ID:||1011095|
|End of Announcement||DGAP News Service|