DJ DGAP-Adhoc: WILEX AG resolves capital increase using authorised capital
WILEX AG / Capital Increase
11.11.2009
Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted by
DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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- Not for distribution, publication or transmission in the USA, Canada,
Japan and Australia -
WILEX AG resolves capital increase using authorised capital
Munich, Germany, 11 November 2009. The Executive Management Board of the
Munich-based biopharmaceutical company WILEX AG (ISIN DE0006614720 /
Frankfurt/Main Stock Exchange / Prime Standard) today resolved, with the
approval of the Supervisory Board, to increase the Company's share capital
using authorised capital from EUR 13,780,935.00 by up to EUR 3,445,233.00
to up to EUR 17,226,168.00 by issuing up to 3,445,233 new no-par value
shares with a pro-rata interest in capital of EUR 1.00 each and full
entitlement to dividends effective 1 December 2008 in return for cash
contributions.
Sal. Oppenheim jr. & Cie. Kommanditgesellschaft auf Aktien, Cologne,
Germany, will offer the new shares to shareholders at a 4:1 ratio by means
of an indirect subscription right. Hence, shareholders will be entitled to
subscribe for one new share for each four existing shares held. One of the
existing shareholders has undertaken to waive its subscription rights with
respect to three shares that it holds in order to ensure an even
subscription ratio. The subscription period will begin on 16 November 2009
and is expected to end on 30 November 2009. There will be no organised
trading in subscription rights. The subscription price is expected to be
fixed on 25 November 2009.
Any new shares not subscribed for under the subscription offer (also taking
into account any shareholders' exercise of additional subscription rights
beyond their current holdings) will be offered for sale to qualified
investors in Germany as well as abroad in a private placement.
The new shares will not be listed in the Regulated Market of the Frankfurt
Stock Exchange for the time being. The plan is to have the Company cause
the new shares to be listed on the Frankfurt stock exchange within a year.
However, as a result of a share loan by the Company's major shareholder,
dievini Hopp BioTech holding GmbH & Co. KG, Walldorf, Germany, shareholders
entitled to subscribe to the new shares will have the option to obtain
shares already listed in the Regulated Market of the Frankfurt Stock
Exchange in lieu of the new, not-yet-listed shares.
dievini Hopp BioTech holding GmbH & Co KG - whose current interest in the
voting capital of WILEX AG is 24.76% - has undertaken vis-à-vis Sal.
Oppenheim jr. & Cie. Kommanditgesellschaft auf Aktien to exercise the
subscription rights with respect to all of the shares that it currently
owns and to purchase new shares unsubscribed by other shareholders in
connection with the private placement up to an aggregate investment volume
of EUR 10 million in connection with the capital increase but not exceeding
a maximum total equity interest of 29.00%.
WILEX AG plans to use the net proceeds from the capital increase to finance
its ongoing clinical studies and further growth as well as to enhance its
equity base.
For further details on the capital increase, please see the subscription
offer likely to be published in the electronic Federal Gazette on 13
November 2009 and on the website of WILEX AG (www.wilex.de).
Important notes
This ad hoc release does not constitute either an offer to sell or an
invitation to buy securities. In particular, this document does not
constitute an offer to sell securities or a solicitation of an offer to buy
securities in the United States of America. The shares of WILEX AG (the
'Shares') may not be offered or sold in the United States of America or to
or for the account or benefit of 'U.S. persons' (as defined in Regulation S
under the U.S. Securities Act of 1933, as amended (the 'Securities Act')),
unless they have been registered or are exempt from registration under the
Securities Act. The Shares have not been and will not be registered under
the Securities Act. There will be no public offer of Shares in the United
States of America.
Contact
WILEX AG
Investor & Public Relations
Katja Arnold (CIRO)
Grillparzerstr. 10
81675 Munich; Germany
Tel.: +49 (0)89-41 31 38-126
Fax: +49 (0)89-41 31 38-99
E-mail: investors@wilex.com
This communication contains certain forward-looking statements, relating to
the Company's business, which can be identified by the use of
forward-looking terminology such as 'estimates', 'believes', 'expects',
'may', 'will' 'should' 'future', 'potential' or similar expressions or by
general discussion of strategy, plans or intentions of the Company. Such
forward-looking statements involve known and unknown risks, uncertainties
and other factors, which may cause our actual results of operations,
financial condition, performance, or achievements, or industry results, to
be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements. Given
these uncertainties, prospective investors and partners are cautioned not
to place undue reliance on such forward-looking statements. We disclaim any
obligation to update any such forward-looking statements to reflect future
events or developments. Given these uncertainties, prospective investors
and partners are cautioned not to place undue reliance on such
forward-looking statements. We disclaim any obligation to update any such
forward-looking statements to reflect future events or developments.
11.11.2009 Financial News distributed by DGAP. Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: WILEX AG
Grillparzerstr. 10
81675 München
Deutschland
Phone: +49 (0)89 41 31 38 - 0
Fax: +49 (0)89 41 31 38 - 99
E-mail: info@wilex.com
Internet: www.wilex.com
ISIN: DE0006614720
WKN: 661472
Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin, Düsseldorf, München, Stuttgart
End of News DGAP News-Service
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(END) Dow Jones Newswires
November 11, 2009 13:24 ET (18:24 GMT)
