Ad hoc: Correction of a release from 12/12/2018, 17:36 CET/CEST - Deutsche Industrie REIT-AG: Deutsche Industrie REIT-AG resolves on a capital increase from authorized capital

Mittwoch, 12.12.2018 18:25 von DGAP - Aufrufe: 386

DGAP-Ad-hoc: Deutsche Industrie REIT-AG / Key word(s): Capital Increase Correction of a release from 12/12/2018, 17:36 CET/CEST - Deutsche Industrie REIT-AG: Deutsche Industrie REIT-AG resolves on a capital increase from authorized capital 12-Dec-2018 / 18:22 CET/CEST Correction of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement.


Disclosure of an inside information according to Article 17 MAR

 

Deutsche Industrie REIT-AG resolves on a capital increase from authorized capital

Rostock, December 12, 2018 - The management board of Deutsche Industrie REIT-AG (WKN: A2G9LL, ISIN: DE000A2G9LL1), (the "Company"), today resolved, with the consent of the supervisory board, to increase the share capital of the Company from currently EUR 18,00,056.00 by up to EUR 4,500,016.00 to up to EUR 22,500,072.00 against cash contributions based on the full utilization of the Authorized Capital 2017 (the "Capital Increase") by issuing up to 4,500,016 new, ordinary bearer shares with no par value with a notional value of the share capital of EUR 1.00 per share (the "New Shares"). The New Shares are entitled to dividend payment from October 1, 2017.

The subscription rights shall be granted to existing shareholders of the Company. The subscription ratio for the New Shares amounts to 1:4, meaning four existing shares of the Company entitle to subscribe for one New Share (the "Subscription Ratio"). The subscription right for two (2) New Shares is excluded.

The Capital Increase will be executed as a pre-placement of up to 3.086.981 New Shares, a rights offering of up to 1,413,035 New Shares and a rump placement, if necessary.

Pre-placement: Selected shareholders of the Company have assigned their subscription rights for subscription of a total of 3,086,981 New Shares (the "Pre-placement Shares") to Baader Bank Aktiengesellschaft, Weihenstephaner Strasse 4, 85716 Unterschleissheim ("Baader Bank"). The Pre-placement Shares as well as two (2) New Shares, for which the subscription right was excluded, will be offered by Baader Bank for purchase at a placement price as part of the international private placement to selected qualified investors in Germany and further selected countries (with the exception for the United States of the America, Canada, Japan and Australia) according to Regulation S of the U.S. Securities Act of 1933, as amended. Baader Bank will exercise the assigned subscription rights and is for these purposes directly admitted to the subscription of the New Shares resulting from the assigned subscription rights.

Rights Offering: After the approval of a securities prospectus by the Federal Financial Supervisory Authority further 1,413,035 New Shares (the "Subscription Shares") will be offered for purchase to shareholders within the rights offering at the subscription ratio of 1:4. The subscription price will correspond to the placement price of the pre-placement.

Selected companies of Rolf Elgeti, the major shareholder and the CEO of the Company, have undertaken vis-á-vis the Company and Baader Bank to subscribe for a total of 329,348 New Shares and are admitted to direct subscription (the "Direct Subscription Shares").

1,083,687 Subscription Shares, remaining after deduction of 329,348 Direct Subscription Shares, will be offered for subscription via indirect subscription rights (the "Rights Offering") to the shareholders of the Company, that are not party to a rights assignment agreement and have hot committed themselves to the Direct Subscription (the "Entitled for Subscription Shareholders"). The Entitled for Subscription Shareholders can exercise their subscription rights for the purchase of New Shares via their custodian bank vis-à-vis Baader Bank during ordinary business hours starting from December 14, 2018 until December 27, 2018 inclusively (the "Subscription Period").

Moreover, four companies of the major shareholder and CEO of the Company, Rolf Elgeti, ("Backstop Investors") have undertaken vis-á-vis the Company and Baader Bank, to purchase any New Shares at the subscription price which were (i) not sold to investors as Private Placement Shares, (ii) not subscribed for by shareholders and (iii) not sold otherwise after the Subscription Period has expired.

The final transaction volume of the Capital Increase and the Private Placement as well as the subscription and placement price will be determined and published on December 13, 2018.

Additional subscription or oversubscription options for shareholders within the Subscription Period will not be granted. Rights trading will neither be organised by the Company nor by Baader Bank. Price fixing for the subscription rights at the stock exchange has also not been requested.

Net proceeds from the Capital Increase will be used to finance further identified properties, in order to continue the successful growth story of the company in the future and to expand the portfolio.

The New Shares will be admitted to trading immediately after registration of the Capital Increase in the commercial register, which the Company expects to take place on December 14, 2018. The New Shares are expected to be included into trading on the regulated market of the Berlin Stock Exchange on December 17, 2018. Within the rights offering the Company requests for introduction to trading of the New Shares on the regulated market of the Berlin Stock Exchange as well as for admission to trading of the entire share capital (including the New Shares) on the regulated market of the Frankfurt Stock Exchange with simultaneous admission to the sub-segment of the regulated market with additional post-admission obligations (Prime Standard).

Baader Bank AG acts as Sole Global Coordinator and Sole Bookrunner in the capital increase.

Contact: Deutsche Industrie REIT-AG Mr René Bergmann Chief Financial Officer August-Bebel-Str. 68 14482 Potsdam Tel. +49 331 740 076 535

Important notice:

This announcement neither constitutes an offer to sell nor an invitation to submit an offer to purchase or subscribe for securities of Deutsche Industrie REIT-AG (the "Company") in the United States of America, Germany or other countries. The offer is made exclusively through and on the basis of a security prospectus to be deposited at the Federal German Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht, "BaFin"). Only the security prospectus contains the information for investors required by law. The security prospectus is expected to be approved by the BaFin on 13 December 2018 and will be published on the website of the Company (www.deutsche-industrie-reit.de) imme-diately thereafter. Upon request, interested investors may receive a free printed copy of the security prospectus from the Company or Baader Bank AG in accordance with sec. 14 (5) German Securities Prospectus Act (Wertpapierprospektgesetz, "WpPG"). The infor-mation contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed, for any purpose, on the infor-mation contained in this announcement or its accuracy or completeness. The information in this announcement is subject to change.

This announcement is not intended, directly or indirectly, for distribution or dissemination in the United States of America or within the United States of America (including its terri-tories and possessions, a federal state or the District of Columbia) and must not be sent to "U.S. persons" (as defined in Regulation S of the U.S. Securities Act of 1933, as amended ("Securities Act")) or to publications with a general circulation in the United States of America. This announcement does not constitute, or form part of, an offer or solicitation to purchase or buy securities in the United States of America. The securities have not been and will not be registered under the Securities Act and may not be offered or sold in the United States of America absent registration or an exemption from registration under the Securities Act, as amended. Deutsche Industrie REIT-AG does not intend to make a public offering of securities in the United States of America.

Subject to certain exceptions according to the applicable securities law, the securities mentioned in this announcement are not allowed to be sold or offered for sale in Canada, Australia or Japan or to citizens living in Canada, Australia or Japan. No measures were undertaken that would permit an offer, an acquisition or distribution of the securities in countries where this is not allowed. Anyone who comes into possession of this announce-ment is required to inform themselves and to comply with any possible restriction.

This announcement contains forward-looking statements. These statements are based on the current views, expectations and assumptions of the management of Deutsche Indus-trie REIT-AG and involve known and unknown risks and uncertainties that could cause ac-tual results, performance or events to differ materially from those expressed or implied in such statements. Actual results, performance or events may differ materially from those described herein due to factors affecting Deutsche Industrie REIT-AG such as, among other things, changes in the general economic and competitive environment, capi-tal market risks, currency exchange rate fluctuations and competition from other compa-nies, and changes in international and national laws and regulations, in particular with re-spect to tax laws and regulations. Deutsche Industrie REIT-AG does not assume any obli-gation to update any forward-looking statements.

Neither the coordinating bank nor any of their directors, officers, employees, advisers or agents accept any responsibility or liability whatsoever for or make any representation or warranty, express or implied, as to the truth, accuracy or completeness of the infor-mation in this announcement (or whether any information has been omitted from the an-nouncement) or, with limited exception, other information relating to Deutsche Industrie REIT-AG, its subsidiaries or associated companies, whether written, oral or in visual or electronic form, and independent from how it was transmitted or made available, or for any loss in any way arising from any use of this announcement or its contents or other-wise arising in connection therewith.


12-Dec-2018 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de


Language: English
Company: Deutsche Industrie REIT-AG
August-Bebel-Str. 68
14482 Potsdam
Germany
Phone: +49 331 740076 5 - 0
Fax: +49 331 / 740 076 520
E-mail: rb@deutsche-industrie-reit.de
Internet: http://www.deutsche-industrie-reit.de
ISIN: DE000A2G9LL1, DE000A2GS3T9
WKN: A2G9LL, A2GS3T
Listed: Regulated Market in Berlin; Regulated Unofficial Market in Frankfurt
 
End of Announcement DGAP News Service

757435  12-Dec-2018 CET/CEST

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