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Delticom AG / Key word(s): Capital Increase/Corporate Action
Publication of insider information pursuant to Art. 17(1) of Regulation (EU) No 596/2014 on Market Abuse (Market Abuse Regulation - MAR)
NOT FOR DISTRIBUTION, PUBLICATION OR TRANSMISSION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE SUCH DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL. PLEASE READ THE IMPORTANT NOTICES AT THE END OF THIS DISCLOSURE.
Furthermore, the Managing Board has resolved to increase the share capital of the Company by a further up to EUR 1,121,700.00 by issuing up to 1,121,700 new no-par value registered shares from the authorized capital 2017 against cash contributions while granting subscription rights to the shareholders of the company ("capital increase with subscription rights" and, together with the capital increase without subscription, "capital increases"). The shares from the capital increase with subscription rights will also be offered without a prospectus.
The exact number of new shares from the capital increase without subscription rights, the placement price, the subscription price, the possible exclusion of fractional amounts as well as the subscription ratio will be determined in an accelerated bookbuilding process, which will begin immediately after this announcement and will be determined by the Managing Board, with the approval of the Supervisory Board, after completion of the accelerated bookbuilding process and will be published. The exact number of new shares from capital increase with subscription rights is expected to be determined by the Management Board, with the approval of the Supervisory Board, after the end of the subscription period.
The subscription period is expected to begin on June 4, 2021, and to end on June 18, 2021 (both inclusive). There will be no trading in subscription rights on the stock exchange. The existing shares of the Company will be listed on the regulated market of the Frankfurt Stock Exchange (Prime Standard) "ex subscription right" as of the June 4, 2021.
The new shares from the capital increase with subscription rights shall be offered to the above-mentioned qualified investors before the start of the subscription period, if there is corresponding demand. Within the pre-placement, claw-back rights during the allocation are intended to ensure that new shares are available for the exercised subscription rights by shareholders of the company.
The new shares from the capital increases will be entitled to participate in profits from January 1, 2021 and be admitted to trading without a prospectus on the regulated market and at the same time to the partial regulated market with additional post-admission obligations (Prime Standard) of the Frankfurt Stock Exchange.
Delticom intends to use the issue proceeds to strengthen its equity ratio as well as to repay loans and to create new scope for financing and growth.
Moreover, Delticom is in talks with a long-standing partner company about a potential investment, which would include a financing with components of debt and/or equity. Depending on the specific volume of the capital increases, the company will discontinue these talks and other processes to gain equity in a timely manner.
The Managing Board
Hanover, June 1, 2021
With the brand Reifendirekt, Delticom AG is the leading company in Europe for the online distribution of tyres and complete wheels.
The product portfolio for private and business customers comprises an unparalleled range of more than 600 brands and around 18,000 tyre models for cars and motorcycles. Complete wheels and rims complete the product range. The company operates 410 online shops and online distribution platforms in 74 countries, serving more than 15.9 million customers.
As part of the service, the ordered products can be sent to one of Delticom's approximately 38,000 workshop partners worldwide for mounting at the customer's request.
Based in Hanover, Germany, the company operates primarily in Europe and the USA and has extensive expertise in the development and operation of online shops, internet customer acquisition, internet marketing and the establishment of partner networks.
Since its foundation in 1999, Delticom has built up comprehensive expertise in designing efficient and fully integrated ordering and logistics processes. The company's own warehouses are among its most important assets.
In fiscal year 2020, Delticom AG generated revenues of around 541 million euros. At the end of last year, the company employed 177 people.
The shares of Delticom AG have been listed in the Prime Standard of the German Stock Exchange since October 2006 (ISIN DE0005146807).
On the internet at: www.delti.com
In particular, this communication is not an offer to sell securities in the United States. Securities may not be offered or sold in the United States absent registration under the Securities Act of 1933, as amended, or an exemption from registration. The securities referred to in this disclosure are not and will not be registered under the Securities Act. There will be no public offering of securities in the United States.
In the United Kingdom, this communication is directed only at persons who (i) are outside the United Kingdom and/or (ii) are qualified investors as defined in Article 2(e) of European Regulation (EU) 2017/1129 in the way it is part of national law by virtue of the European Union (Withdrawal) Act 2018, and who have professional experience in investment matters, who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Regulation"), or are persons falling within Article 49(2)(a) to (d) of the Regulation ("high net worth companies, unincorporated associations, etc.") or who fall within any other exception to the Regulation (all persons referred to in (i) to (ii) together being referred to as "Relevant Persons"). Persons who are not Relevant Persons should not act or rely on this disclosure or any part of its contents. All investments and investment activities referred to in this disclosure are available only to Relevant Persons and will be engaged in only with Relevant Persons.
01-Jun-2021 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
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