65189 Wiesbaden, de
+41 (22) 3636640
Elanix Biotechnologies AG announces cash capital increase with indirect subscription rights from currently EUR 7,779,139 by up to EUR 777,910 to up to EUR 8,557,049Berlin, )
- Subscription period for current shareholders from July 27 to August 10, 2018
- Subscription price for shareholders to be EUR 2.75
- Management explaining planned usage of capital raised and future milestones
Elanix Biotechnologies AG ("Elanix"; "Company"), a developer of tissue regeneration products and Advanced Skin Care in the field of dermatology and gynaecology, has announced a cash capital increase via an ad-hoc news today. According to the Management the capital increase will be used to strengthen the business activities by enlarging the product portfolio, by enlarging the distribution and sales network, by running a dynamic e-commerce campaign of the Elanix Advanced Care products, and by further investments in the development and industrialization of the Advanced Wound Care products.
Tomas Svoboda explaining: "Some milestones have already been achieved in the first half of 2018, including the passing of agreements with distribution partners and key accounts in Germany, France, Switzerland and Russia, the strengthening of the management team with an experienced COO&CFO and a Business Head for Advanced Skin Care, and the development of a new e-commerce website. The market launch of SKINrepair will take place during Q4 2018."
The capital increase will be legally designed in such a way that it does not require a securities prospectus under German law pursuant to §§ 3 (2) no. 5, 4 (2) German Prospectus Act ("WpPG") in the new version as of 21 July 2018. During the subscription period from (expected) 27 July to 10 August, shareholders may exercise their subscription rights (ISIN DE000A2G9KU4) by way of their depository bank and can subscribe to new shares of the Company at a ratio of 10:1 (ten existing shares allow a subscription of one new share) at a price of EUR 2.75 per new share. The subscription price is based on the average closing share price of the last five trading days at Frankfurt Stock Exchange before fixing the final issued share price minus 10% subscription discount.
In addition, shareholders can register for so-called supplement subscriptions ("over-subscription") through their depository bank but will not automatically be guaranteed an allotment of shares. Any shares not purchased in the course of the pre-emptive rights offering will be offered to selected investors in the form of a private placement. The share price for the private placement will be, at minimum, the offered share price during the subscription period. Totally up to 777,910 new shares might be issued through this cash capital increase. The subscription rights offer will be available on the company website at https://elanixbiotechnologies.com/... under Capital Increase in the Investor Relations section and also at Federal Gazette ("Bundesanzeiger") from expected July 27 on.
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 Elanix Biotechnologies AG in the United States of America, Germany or any other juris-diction. In connection with this transaction there will be no publication of a securities prospectus.
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 Elanix Biotechnologies AG 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.
This announcement also does not constitute a prospectus within the meaning of the EU Directive 2003/71/EC of the European Parliament and of the Council of 4 November 2003 as amended ("Prospectus Directive").
This publication may contain certain forward-looking statements concerning the Company and its business. Such statements involve certain risks, uncertainties and other factors which could cause the actual results, financial condition, performance or achievements of the Company to be materially different from those expressed or implied by such statements. Readers should therefore not place undue reliance on these statements, particularly not in connection with any contract or investment decision. The Company disclaims any obligation to update these forward-looking statements.
The information contained in this release is NOT to be published OR forwarded in or into the United States of America, Australia, Canada or any other country where such a distribution or publication could be unlawful.
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