IBU-tec advanced materials AG / Key word(s): Capital Increase
Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014 (Ad hoc announcement)
IBU-tec advanced materials AG decides to implement a capital increase with pre-placement to institutional investors
- Issue of 750,000 New Shares planned as part of a capital increase
- Pre-placement to institutional investors to take place immediately
- Major shareholder waives subscription right/ Subscription period for remaining free float shareholders expected to be from 19/2-4/3/2021
- Proceeds from the capital increase to be used for further growth, especially in the area of proprietary battery materials
Weimar, 16 February 2021 - Today, the management board of IBU-tec advanced materials AG ("IBU-tec", ISIN: DE000A0XYHT5) decided, with the consent of the supervisory board, to increase the share capital from EUR 4,000,000.00 million by partially using the authorised capital of an amount of up to EUR 750,000.00 to up to EUR 4,750,000.00 by issuing up to 750,000 new no-par value bearer shares of the company ("New Shares"). The New Shares shall be issued against cash contributions, granting an (indirect) subscription right to the shareholders of the company. Each New Share shall carry a pro rata amount of the share capital of EUR 1.00 per no-par value share and shall carry full dividend rights as of 1st of January 2020. The New Shares will be offered at a fixed placement price of EUR 34.00 per share. This results in a discount of 17% to the XETRA average closing price of the last 15 trading days.
The New Shares will be subscribed by Hauck & Aufhäuser Privatbankiers AG ("Hauck & Aufhäuser") and underwritten with the obligation to offer them to the shareholders at a subscription ratio of 16:3 - i.e. sixteen existing shares of the company will entitle to subscribe for three New Shares.
For the purpose of an efficient implementation of the capital increase, a pre-placement of the shares of the company is planned, which will be initiated immediately after this announcement. The placement price in the pre-placement corresponds to the subscription price of EUR 34.00 per share in the context of the planned capital increase. Accordingly, shares of the company covering the entire volume of the 750,000 New Shares from the capital increase as well as 250,000 shares of the company held by the CEO of IBU-tec, Ulrich Weitz, shall be offered and placed with qualified investors in Germany and other selected jurisdictions. The delivery to the qualified investors in the context of the pre-placement will be made on the basis of a securities loan granted by Mr. Ulrich Weitz to Hauck & Aufhäuser, which is to be repaid after the implementation of the capital increase. The securities loan provides for an option right for Hauck & Aufhäuser to return placement proceeds to Mr. Weitz in the amount of the subscription quota from the free float shareholders instead of shares in the Company.
The Weitz family as major shareholder has waived its pro rata subscription rights in the amount of 517,144 New Shares for the planned capital increase. Thus, the 232,856 New Shares remaining after deduction of the major shareholder tranche can be offered to the free float shareholders by way of a public offering in Germany. The subscription period for these shares is expected to run from 19th of February up to and including 4th of March 2021. The subscription rights for the New Shares (ISIN DE000A3H3LT5) will be traded on the Open Market (Scale Segment) (Xetra and Xetra Frankfurt Specialist) of the Frankfurt Stock Exchange from the 23rd of February 2021 up to and including 2nd of March 2021, 12:00 noon (CET).
The net proceeds from the capital increase are to be used primarily for the further growth of the company as defined in the strategy "IBU 2025". In particular, the proceeds are to be used for the expansion of production capacities by investing in new production facilities and lines in the areas of battery materials, glass coating as well as in other growth areas. A smaller portion is to be used for modernisation investments in existing plants and for the repayment of a loan.
Hauck & Aufhäuser is acting as Sole Global Coordinator and Sole Bookrunner in the capital increase and the pre-placement.
Information and Explanation of the Issuer to this News:
The IBU-tec Group develops and produces innovative materials of the highest quality for the industry. It combines unique, partly patent-protected thermal process engineering, with the process and material know-how of around 250 highly qualified employees.
The products are important components of battery materials for electric mobility and stationary energy storage, as well as solutions for air purification, resource conservation or the reduction of plastic packaging. IBU-tec is thus in a long-term position to respond to global megatrends, especially in the fields of climate and environmental protection. It has an international customer base ranging from innovative medium-sized companies to global corporations.
Further information can be found online at www.ibu-tec.de.
This release is not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada or Japan. It does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States, Australia, Canada or Japan. The shares mentioned herein have not been, and will not be, registered under the US Securities Act of 1933, as amended (the 'Securities Act'). The shares may not be offered or sold in the United States, except pursuant to an exemption from the registration requirements of the Securities Act. There will be no public offer of shares of IBU-tec advanced materials AG (the 'Company') in the United States.
This release constitutes neither an offer to sell nor a solicitation to buy shares of the Company. Any subscription offer to the public in Germany in the later course of the transaction will be made solely on the basis of a securities information notice (Wertpapierinformationsblatt) which is yet to be published. The securities information notice will be published promptly upon approval (Gestattung) by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin)) and will be available free of charge on the website of the Company under the investor relations section.
This release is only addressed to and directed at persons in member states of the European Economic Area (other than Germany) who are 'qualified investors' within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (the 'Prospectus Regulation') ('Qualified Investors'). In addition, in the United Kingdom this release is only addressed to and directed at Qualified Investors who are (i) persons who have professional experience in matters related to investments and who are investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) of the United Kingdom (the 'Financial Promotion Order'); (ii) persons who fall within Articles 49(2)(a) to (d) ('high net worth companies, unincorporated associations etc.') of the Financial Promotion Order; and (iii) any other persons to whom this information may otherwise lawfully be directed (all such persons together being referred to as 'relevant persons').
16-Feb-2021 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
IBU-tec advanced materials AG
+49 (0)3643 - 8649-0
+49 (0)3643 - 8649-30
Regulated Unofficial Market in Frankfurt (Scale), Tradegate Exchange
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