EANS-Adhoc: Kapsch TrafficCom AG
Capital increase of up to 800,000 new shares
to finance further growth and placement of up to 300,000 existing shares by
majority shareholder to increase free float
26.07.2011 – 17:47
-------------------------------------------------------------------------------- ad-hoc disclosure transmitted by euro adhoc with the aim of a Europe-wide distribution. The issuer is solely responsible for the content of this announcement. -------------------------------------------------------------------------------- 26.07.2011 NOT FOR RELEASE OR DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN OR TO U.S. PERSONS - Kapsch TrafficCom launches capital increase of up to 800,000 new shares to pursue further growth opportunities. - Majority shareholder KAPSCH-Group Beteiligungs GmbH sells up to 300,000 shares. - Transaction will significantly increase Kapsch TrafficCom's free float from 31.6% to up to 38.1%. Vienna, 26 July 2011 - With the approval of the supervisory board, the management board of Kapsch TrafficCom AG (ISIN AT000KAPSCH9), listed in the Prime Market segment of the Vienna Stock Exchange, this evening resolved on a capital increase from authorized capital through the issuance of up to 800,000 new ordinary no-par value bearer shares against cash contributions. Accordingly, the share capital of Kapsch TrafficCom AG will be increased from EUR 12,200,000 by up to EUR 800,000 to up to EUR 13,000,000. The new shares will be issued from Kapsch TrafficCom AG's authorized capital without subscription rights for existing shareholders as approved by the shareholders' meeting on 15 May 2007. Upon issuance, the new shares will represent approximately 6.6% of the then existing share capital and will carry full dividend rights from and including the fiscal year 2010/2011 (from 1 April, 2010). The transaction also includes a secondary component of up to 300,000 shares from the holdings of the majority shareholder KAPSCH-Group Beteiligungs GmbH aiming to further increase free float and liquidity of the Kapsch TrafficCom stock post transaction. The shares will be placed to domestic and international institutional investors through an accelerated book-building process to be launched immediately. The offering is expected to price on Wednesday, 27 July 2011. The shares will not be offered to the public. Application has been made to admit the up to 800,000 new shares to trading on the Official Market (Prime Market segment) of the Vienna Stock Exchange. The first trading day in the new shares on the Vienna Stock Exchange is expected to be 1 August 2011. Kapsch TrafficCom intends to use the net proceeds from the placement of the new shares to finance future toll collection projects and to enable Kapsch TrafficCom to play an active role in the expected convergence of intelligent transportation systems and the expected consolidation of the electronic toll collection industry. end of ad-hoc-announcement ================================================================================ Kapsch TrafficCom is an international supplier of superior Intelligent Transportation Systems (ITS). Its principle business is the development and supply of electronic toll collection systems, in particular for the multi-lane free-flow of traffic, and the technical and commercial operation of such systems. Kapsch TrafficCom also supplies traffic management systems, urban traffic solutions and selected ITS and telematic applications. With 260 references in 41 countries in all 5 continents, and with almost 44 million on-board units delivered and more than 18,000 lanes equipped, Kapsch TrafficCom has positioned itself among the internationally recognized suppliers of electronic toll collection systems. Kapsch TrafficCom is headquartered in Vienna, Austria, and has subsidiaries and representative offices in 25 countries. Disclaimer The information contained in this ad-hoc release serves information purposes in Austria and does not constitute an offer to sell nor a solicitation to buy or subscribe for any securities of Kapsch TrafficCom AG. Investors should not purchase any securities referred to in this ad-hoc release. This ad-hoc release and the information it contains are not for publication in the United States of America (U.S.A.) and may not be distributed to U.S. persons (as defined in Regulation S of the U.S. Securities Act (Securities Act) of 1933, as amended) or to publications with a general circulation in the United States, except to persons reasonably believed to be qualified institutional buyers, as defined in Rule 144A under the Securities Act. This ad-hoc release does not constitute an offer for the sale of securities or solicitation of an offer to purchase securities in the United States. The securities of Kapsch TrafficCom AG have not been registered under the provisions of the Securities Act and may not be offered, sold or delivered to U.S. persons without prior registration under or exemption from the registration requirements. This ad-hoc release is exclusively addressed to persons (i) outside the United Kingdom, or (ii) who are investment professionals for the purposes of article 19(5) U.K. Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the Order), as amended, or (iii) who are included under article 49(2)(a)(d) of the Order (high net worth companies, unincorporated associations, etc.). All such persons are hereinafter referred to as Relevant Persons. No person who is not a Relevant Person may take action on the basis of this press release or the information contained herein or rely thereon. Investment or investment activities in connection with this press release are only available to Relevant Persons, and investment business will only be transacted with Relevant Persons. Further inquiry note: Marcus Handl Investor Relations Kapsch TrafficCom AG Tel: +43 (0) 50 811 1120 Am Europlatz 2, A-1120 Vienna, Austria E-mail: ir.kapschtraffic@kapsch.net www.kapschtraffic.com end of announcement euro adhoc -------------------------------------------------------------------------------- issuer: Kapsch TrafficCom AG Am Europlatz 2 A-1121 Wien phone: +43 1 50811 1122 FAX: +43 1 50811 99 1122 mail: ir.kapschtraffic@kapsch.net WWW: www.kapschtraffic.com sector: Technology ISIN: AT000KAPSCH9 indexes: Prime Market stockmarkets: official market: Wien language: English