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| Datum : | 13.05.2014 |
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DGAP-Adhoc: Symrise AG: Capital increase against cash contributions by way of an accelerated bookbuilding process |
| Meldung : | Symrise AG / Key word(s): Corporate Action 13.05.2014 19:02 Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted by DGAP - a company of EQS Group AG. The issuer is solely responsible for the content of this announcement. --------------------------------------------------------------------------- NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. Symrise AG: Capital increase against cash contributions by way of an accelerated bookbuilding process Holzminden, 13 May 2014 - With the approval of the Supervisory Board, the Management Board of Symrise AG today resolved to increase the company's share capital of EUR 118,173,300.00 to up to EUR 129,323,300.00 by issuing up to 11,150,000 new no par value bearer shares carrying dividend rights from 1 January 2014 against cash contributions from the authorised capital and to exclude the pre-emptive rights of shareholders. The new shares will be offered by way of an accelerated bookbuilding to institutional investors in the context of a private placement. The private placement will commence on 13 May 2014 and expire no later than 14 May 2014. The placement price shall be set close to the market price and is expected to be determined and published on 14 May 2014. On 15 May 2014, the new shares are expected to be admitted to trading without a prospectus on the regulated market (Prime Standard) of the Frankfurt Stock Exchange. The shares will not be entitled to the proposed dividend for the fiscal year 2013. The capital increase is an element of the refinancing of the bridge financing for the investment of nearly EUR 1.3 billion in connection with the intended acquisition of the French Diana Group, a leading supplier to the food, pet food, nutraceutical, aquaculture and cosmetics industries. On 12 April 2014, Symrise submitted a binding offer for the acquisition of the holding entity of Diana Group. After finalisation of the customary French consultation process with the workers' council of Diana, the owners of Diana Group can conclude a share purchase agreement by accepting the offer. J.P. Morgan Securities plc is acting as Bookrunner, COMMERZBANK Aktiengesellschaft is acting as Co-Bookrunner in connection with the accelerated bookbuild. Disclaimer This document and the information contained herein are not for distribution in or into the United States of America (including its territories and possessions, any state of the United States of America and the District of Columbia) (the "United States"), Canada, Australia or Japan. This document does not constitute, or form part of, an offer to sell, or a solicitation of an offer to purchase, any securities (the "Shares") of Symrise AG (the "Company") in the United States. The Shares of the Company have not been and will not be registered under the U.S. Securities Act of 1933 (the "Securities Act") and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Any sale in the United States of the securities mentioned in this communication will be made solely to "qualified institutional buyers" as defined in Rule 144A under the Securities Act. --------------------------------------------------------------------------- Language: English Company: Symrise AG Mühlenfeldstraße 1 37603 Holzminden Germany Phone: +49 (0)5531 90 0 Fax: E-mail: ir@symrise.com Internet: www.symrise.com ISIN: DE000SYM9999 WKN: SYM999 Indices: MDAX Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr in Berlin, Düsseldorf, Hamburg, Hannover, München, Stuttgart End of Announcement DGAP News-Service --------------------------------------------------------------------------- |
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