As resolved by the extraordinary shareholders' meeting on 29 October 2015, Züblin Immobilien Holding AG reduces the share capital by reducing the nominal value of the existing registered shares from CHF 1.00 to CHF 0.05 and simultaneously executes an ordinary capital increase in which pre-emptive rights to existing shareholders are granted by issuing 1'433'387'664 new registered shares. The capital increase is fully underwritten by Lamesa Holding S.A. The expected net proceeds from the offering of CHF 70.0 million will be used to repay the outstanding shareholder loan granted by Lamesa Holding S.A., to finance potential acquisitions of investment properties and for other corporate purposes.
Existing shareholders will be allocated one pre-emptive right for each registered share held. One pre-emptive right allows for the subscription of 24 new registered shares against payment of the offer price of CHF 0.05 per offered share. Pre-emptive rights will be tradable from 13 November 2015 to 24 November 2015 on SIX Swiss Exchange. Pre-emptive rights not subscribed will expire without compensation after the end of the rights exercise period (26 November 2015, 12:00 noon (CET)). The number of pre-emptive rights exercised by shareholders and acquirers of the pre-emptive rights will be published in a press release on 27 November 2015 prior to 07:30 a.m. (CET).
New registered shares not subscribed during the rights exercise period are expected to be offered by way of a public offering in Switzerland and private placements to investors outside Switzerland and outside the United States on 27 November 2015. New shares which will not have been sold during the share offering will be purchased by Lamesa Holding S.A. at the offer price of CHF 0.05 per offered share.
Neue Helvetische Bank AG is acting as Lead Manager and Bookrunner for the capital increase.
Expected timetable for the capital increase
12 November 2015
Last trading day of existing shares with pre-emptive rights attached
Record date for entitlement of pre-emptive rights (after close of trading)
13 November 2015
First trading day of existing shares ex pre-emptive rights
Commencement of pre-emptive rights trading period
Commencement of pre-emptive rights exercise period
24 November 2015
Last day of pre-emptive rights trading period
26 November 2015, 12:00 noon (CET)
End of pre-emptive rights exercise period
27 November 2015
Offering of the shares not subscribed until 26 November 2015 based on the pre-emptive rights
2 December 2015
Listing and first day of trading on SIX Swiss Exchange of offered shares
3 December 2015
Delivery of offered shares against payment of offer price
Further information
Dr. Iosif Bakaleynik, CEO
Züblin Immobilien Holding AG, Claridenstrasse 20, CH-8002 Zurich
Phone +41 44 206 29 39, iosif.bakaleynik@zueblin.ch
Further information also available at www.zueblin.ch
This press release or the information contained herein is not being issued and may not be distributed, directly or indirectly, in the United States of America, Canada, Australia, Japan or any other jurisdiction where it would be unlawful to do so, and does not constitute an offer of securities for sale. This publication does not constitute a prospectus within the meaning of article 652a of the Swiss Code of Obligations or a listing prospectus within the meaning of the listing rules of SIX Swiss Exchange. The offer will be made solely by means of, and on the basis of, an offering memorandum which will be published. An investment decision regarding the publicly offered securities of the Company should only be made on the basis of the offering memorandum. The offering memorandum is expected to be available as from 12 November 2015 at Neue Helvetische Bank AG (prospectus@nhbag.ch/phone +41 (0)44 204 56 19) or Züblin Immobilien Holding AG (investor.relations@zueblin.ch/phone +41 (0)44 206 29 39).
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