TLG IMMOBILIEN AG / Key word(s): Capital Increase/Real Estate
17.11.2015 18:53
Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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Ad-hoc Release pursuant to Section 15 German Securities Trading Act (WpHG)
NOT FOR DISTRIBUTION; PUBLICATION OR FORWARDING; EITHER DIRECTLY OR
INDIRECTLY; IN OR TO THE UNITED STATES OF AMERICA; CANADA; AUSTRALIA; JAPAN
OR ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION OR PUBLICATION WOULD
BE UNLAWFUL.
TLG IMMOBILIEN resolves on cash capital increase
Berlin, Germany, November 17, 2015. Today, the management board of TLG
IMMOBILIEN AG, with the consent of the supervisory board, resolved on a
capital increase against cash contributions by partially utilizing the
Authorized Capital 2014/II. The company's share capital will be increased
from EUR 61,302,326.00 to up to EUR 67,432,326.00 by issuing up to
6,130,000 new ordinary registered shares (Stückaktien) while excluding the
subscription rights of existing shareholders. This increase represents an
increase by approximately 10% of the previous share capital.
The new shares will be offered exclusively to institutional investors
through a private placement by way of an accelerated bookbuilding. The
private placement will commence on November 17, 2015 and is expected to end
on November 18, 2015.
The placement price will be determined by the management board after the
conclusion of the accelerated bookbuilding and will be announced presumably
on November 18, 2015.
It is expected that the new shares will be admitted to trading without a
prospectus on November 23, 2015 and will be included in the existing
quotation on the sub-segment of the regulated market with additional
post-admission obligations (Prime Standard) of the Frankfurt Stock
Exchange. The new shares will carry full dividend rights from January 1,
2015. Settlement/closing of the transaction is expected to take place on
November 24, 2015.
The net proceeds from the cash capital increase will be used for the
acquisition of additional properties in order to continue the successful
growth strategy of the past twelve months.
Commerzbank Aktiengesellschaft and UBS Limited are acting as Joint Global
Coordinators and Joint Bookrunners for the placement. VICTORIAPARTNERS is
acting as independent transaction advisor to TLG IMMOBILIEN AG.
Contact
Sven Annutsch
Investor Relations
TLG IMMOBILIEN AG
Hausvogteiplatz 12
10117 Berlin
Tel: 030 2470 6089
Fax: 030 2470 7446
E-mail: [email protected]
Internet: www.tlg.de
ISIN: DE000A12B8Z4
WKN: A12B8Z
Indices: SDAX
Stock Exchanges: Frankfurt Regulated Market (Prime Standard)
This publication contains forward-looking statements based on current views
and assumptions of TLG IMMOBILIEN AG's management and made to the best of
knowledge. Forward-looking statements are subject to known and unknown
risks, uncertainties and other factors that could cause TLG IMMOBILIEN AG's
revenues, profitability or the degree to which it performs or achieves its
targets, to materially deviate from what is explicitly or implicitly stated
or described in this publication. Therefore, persons who obtain possession
of this publication should not rely on such forward-looking statements. TLG
IMMOBILIEN AG accepts no guarantee or responsibility regarding such
forward-looking statements and will not adjust them to future results or
developments.
This publication may not be published, distributed or transmitted, directly
or indirectly, in the United States of America (including its territories
and possessions), Canada, Japan or Australia or any other jurisdiction
where such announcement could be unlawful. The distribution of this
announcement may be restricted by law in certain jurisdictions and persons
who are in possession of this document or other information referred to
herein should inform themselves about and observe any such restrictions.
Any failure to comply with these restrictions may constitute a violation of
the securities laws of any such jurisdiction.
This publication does not constitute an offer of, or a solicitation of an
offer to purchase, securities of TLG IMMOBILIEN AG or of any of its
subsidiaries in the United States of America, Germany or any other
jurisdiction. Neither this announcement nor anything contained herein shall
form the basis of, or be relied upon in connection with, an offer in any
jurisdiction. The securities referred to herein may not be offered or sold
in the United States of America in the absence of registration or an
exemption from registration under the U.S. Securities Act of 1933, as
amended (the 'Securities Act'). The securities of TLG IMMOBILIEN AG have
not been, and will not be, registered under the Securities Act.
In the United Kingdom, this announcement is only directed at persons who
(i) are investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005
(as amended) (the 'Order') or (ii) are persons falling within Article
49(2)(a) to (d) of the Order (high net worth companies, unincorporated
associations, etc.) (all such persons together being referred to as
'Relevant Persons'). This document must not be acted on, or relied upon, by
persons who are not Relevant Persons. Any investment or investment activity
to which this document relates is available only to Relevant Persons and
will be engaged in only with Relevant Persons.
In member states of the European Economic Area ('EEA') this announcement
and any offer, if made subsequently, is directed exclusively at persons who
are 'qualified investors' within the meaning of the Prospectus Directive
('Qualified Investors'). For these purposes, the expression 'Prospectus
Directive' means Directive 2003/71/EC (and amendments thereto, especially
Directive 2010/73/EU).
No action has been taken that would permit an offering or an acquisition of
the securities or a distribution of this announcement in any jurisdiction
where such action would be unlawful. Persons into whose possession this
announcement comes are required to inform themselves about and observe any
such restrictions.
This announcement does not constitute a recommendation concerning the
placement of securities described in this announcement (the 'Placement').
Investors should consult a professional advisor as to the suitability of
the Placement for the person concerned.
Commerzbank Aktiengesellschaft ('Commerzbank') and UBS Limited ('UBS') are
acting exclusively for TLG IMMOBILIEN AG in connection with the Placement.
Commerzbank and UBS will not regard any other person as their respective
client in connection with the Placement and will neither be responsible,
nor provide protection, to anyone other than TLG IMMOBILIEN AG, nor will
Commerzbank or UBS provide advice to anyone other than TLG IMMOBILIEN AG in
relation to the Placement, the contents of this announcement or any other
matter referred to herein.
In connection with the Placement, Commerzbank and UBS as well as any of
their affiliates, acting as investors for their own accounts, may subscribe
for or purchase securities of TLG IMMOBILIEN AG and may otherwise deal for
their own accounts. Accordingly, references to the securities being issued
or sold should be read as including any issue, offer or sale to Commerzbank
and UBS as well as any of their affiliates acting as investors for their
own accounts. In addition, Commerzbank and UBS or their respective
affiliates may enter into financing arrangements and swaps with investors
in connection with which Commerzbank and UBS or their affiliates may from
time to time acquire, hold or dispose of shares of TLG IMMOBILIEN AG.
Commerzbank and UBS do not intend to disclose the extent of any such
investment or transactions, unless there is a legal or regulatory
obligation to do so.
None of Commerzbank and UBS or any of their respective directors, officers,
employees, advisers or agents accepts any responsibility or liability
whatsoever for, or makes any representation or warranty, express or implied
as to, the truth, accuracy or completeness of the information in this
announcement (or whether any information has been omitted from this
announcement) or, with limited exception, any other information relating to
TLG IMMOBILIEN AG, its subsidiaries and affiliated companies, whether
written, oral or in visual or electronic form, or any damage howsoever
arising from any use of this announcement or its contents or otherwise
arising in connection therewith.
17.11.2015 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: TLG IMMOBILIEN AG
Hausvogteiplatz 12
10117 Berlin
Germany
Phone: 030 - 2470 - 50
Fax: 030 - 2470 - 7337
E-mail: [email protected]
Internet: www.tlg.de
ISIN: DE000A12B8Z4
WKN: A12B8Z
Indices: SDAX
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Hamburg, Hanover,
Stuttgart
End of Announcement DGAP News-Service
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