EANS-Adhoc: AGRANA Beteiligungs-AG AGRANA Beteiligungs-Aktiengesellschaft and
Südzucker AG successfully complete institutional pre-placement and set offer
price at EUR 100
--------------------------------------------------------------------------------
Disclosed inside information pursuant to article 17 Market Abuse Regulation
(MAR) transmitted by euro adhoc with the aim of a Europe-wide distribution.
The issuer is solely responsible for the content of this announcement.
--------------------------------------------------------------------------------
Capital measures/Cash capital increase with secondary offer of existing shares
01.02.2017
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN
AGRANA Beteiligungs-Aktiengesellschaft places first tranche of its cash capital
contribution and together with Südzucker AG successfully completes the
institutional pre-placement.
- A total of 1,316,720 new AGRANA shares and 500,000 existing AGRANA shares
held by Südzucker AG placed
- Offer price set at EUR 100
- Gross proceeds of EUR 131.67 million for new AGRANA shares and gross proceeds
of EUR 50 million for existing AGRANA shares offered by Südzucker AG generated
- Due to the institutional pre-placement free float increases to 18.4%
Today, AGRANA Beteiligungs-Aktiengesellschaft,
Friedrich-Wilhelm-Raiffeisen-Platz 1, 1020 Vienna, ("AGRANA") successfully
completed the institutional pre-placement launched yesterday of up to 1,316,720
new AGRANA shares (ISIN AT0000603709) and up to 500,000 existing AGRANA shares
directly held by Südzucker AG (the "Base Shareholder Offer Shares"). A total of
1,316,720 new AGRANA shares and 500,000 existing AGRANA shares directly held by
Südzucker AG was placed with selected institutional investors outside the United
States of America. As a result of the institutional pre-placement, the free
float increases to 18.4%.
The offer price for the AGRANA shares placed in the institutional pre-placement
and for the new AGRANA shares yet to be issued in the rights offering was set at
EUR 100. As a result, AGRANA generated gross proceeds of EUR 131.67 million and
Südzucker AG generated gross proceeds of EUR 50 million for its existing AGRANA
shares sold in the institutional pre-placement.
The AGRANA shares placed in the institutional pre-placement are expected to be
delivered on 7 February 2017 against payment of the offer price.
The institutional pre-placement comprises the first tranche of the cash capital
increase of in aggregate up to 1,420,204 new AGRANA shares in two tranches which
AGRANA announced yesterday. The remaining up to 103,484 new AGRANA shares from
the second tranche of the cash capital increase will be offered to AGRANA free
float-shareholders who have not waived their subscription rights during the
subscription period which is expected to commence on 2 February 2017 and to end
on 16 February 2017 at the subscription price of EUR 100 per new AGRANA share
(ISIN of the subscription rights: AT0000A1TEP8). The existing AGRANA shares will
be traded "ex subscription right" from 2 February 2017 onwards.
New AGRANA shares not subscribed for in the rights offering will be offered for
purchase to selected institutional investors in the course of private placements
in and outside Austria and outside the United States of America at the offer
price (the "Rump Placement"). The final number of new AGRANA shares issued in
the course of the cash capital increase will be determined upon completion of
the Rump Placement by AGRANA, Südzucker as well as the underwriting banks
Berenberg, BNP Paribas, Erste Group and Raiffeisen Bank International (the
"Underwriters") and will be published immediately.
Based on an offer price of EUR 100 per new AGRANA share and assuming that all
103,484 new AGRANA shares which have not already been placed in the
institutional pre-placement will be subscribed for in the rights offering or
will be placed in the Rump Placement, AGRANA would generate total anticipated
net offering proceeds of approximately EUR 137.04 million. If all 1,420,204 new
AGRANA shares and after all 500,000 existing AGRANA shares directly offered by
Südzucker AG are placed in the offering, free float would increase to
approximately 18.9%.
This announcement is available in German and English at www.agrana.com.
Legal Notice / Disclaimer:
These materials are not for distribution, directly or indirectly, in or into the
United States of America (including its territories and possessions, any State
of the United States and the District of Columbia). These materials do not
constitute or form a part of any offer or solicitation to purchase or subscribe
for securities in the United States of America. The shares in AGRANA
Beteiligungs-Aktiengesellschaft (the "Shares") and related subscription rights
mentioned herein may not be offered or sold in the United States absent
registration or an exemption from registration under the US Securities Act of
1933, as amended (the "Securities Act"). The Shares and related subscription
rights have not been, and will not be, registered under the Securities Act and
will not be offered or sold in the United States, except on the basis of
applicable exemptions from the registration requirement.
This communication is directed only at persons (i) who are outside the United
Kingdom or (ii) who have professional experience in matters relating to
investments falling within Article 19 (5) of the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (iii)
who fall within Article 49 (2) (a) to (d) ("high net worth companies,
unincorporated associations etc.") of the Order (all such persons together
hereinafter being referred to as "Relevant Persons"). Any person who is not a
Relevant Person must not act or rely on this communication or any of its
contents. Any investment or investment activity to which this communication
relates is available only to Relevant Persons and will be engaged in only with
Relevant Persons.
This communication is only addressed to and directed in Member States of the
European Economic Area at persons who are "qualified investors" the meaning of
Article 2(1)(e) of directive 2003/71/EC as amended.
This communication does not constitute a prospectus or an offer to sell or a
solicitation or invitation to buy any shares or subscription rights neither does
it constitute a financial analysis or advice or recommendation regarding any
financial instruments. A public offering of shares of AGRANA
Beteiligungs-Aktiengesellschaft has not yet occurred. Any subscription orders
received at this stage will be rejected.
The public offering of the Shares in Austria will occur exclusively by means and
on the basis of the prospectus including any amendments and supplements thereto,
which has been approved by the Austrian Financial Market Authority and prepared
and published in accordance with the provisions of the Austrian Capital Markets
Act.
The prospectus has been published on the internet site of the company
(http://www.agrana.com/en/investor/the-agrana-share/ci2017) free of charge
during usual business hours. There will be no public offering of the Shares
outside of Austria, in the United States or anywhere, and the Shares will be
offered outside of Austria exclusively in reliance on applicable exemptions from
the prospectus or registration requirements. Within Austria, the prospectus is
addressed only to shareholders of AGRANA entitled to subscribe.
Further inquiry note:
AGRANA Beteiligungs-AG
Mag.(FH) Hannes Haider
Investor Relations
Tel.: +43-1-211 37-12905
e-mail:hannes.haider@agrana.com
Mag.(FH) Markus Simak
Public Relations
Tel.: +43-1-211 37-12084
e-mail: markus.simak@agrana.com
end of announcement euro adhoc
--------------------------------------------------------------------------------
issuer: AGRANA Beteiligungs-AG
F.-W.-Raiffeisen-Platz 1
A-1020 Wien
phone: +43-1-21137-0
FAX: +43-1-21137-12926
mail: info.ab@agrana.com
WWW: www.agrana.com
sector: Food
ISIN: AT0000603709
indexes: WBI, ATX Prime
stockmarkets: Präsenzhandel: Berlin, Stuttgart, Frankfurt, official market: Wien
language: English