PAION AG
PAION AG TO ISSUE APPROX. 2.4 MILLION SHARES AT EUR 2.05 PER SHARE IN CAPITAL INCREASE WITH SUBSCRIPTION RIGHTS
PAION AG / Key word(s): Capital Increase 07-Feb-2017 / 08:51 CET/CEST Disclosure of an inside information acc. to Article 17 MAR, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. --------------------------------------------------------------------------- NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. PAION AG TO ISSUE APPROX. 2.4 MILLION SHARES AT EUR 2.05 PER SHARE IN CAPITAL INCREASE WITH SUBSCRIPTION RIGHTS Aachen (Germany), 07 February 2017 - The Management Board of the specialty pharmaceutical company PAION AG (ISIN DE000A0B65S3; Frankfurt Stock Exchange, Prime Standard: PA8) has today decided with the approval of the Supervisory Board of the same day, to increase the Company's registered share capital against contribution in cash from EUR 55,757,094.00 by EUR 2,439,023.00 to EUR 58,196,117.00 by issuing 2,439,023 new, registered, no- par value shares with a notional value of EUR 1.00 (the "New Shares"), each with full dividend entitlement as of the fiscal year beginning 01 January 2016 while granting subscription rights to existing shareholders. The ODDO SEYDLER BANK AG, Frankfurt, has committed to offer the New Shares for sale to the existing shareholders of the Company at a subscription ratio of 23:1 (indirect subscription right). That is twenty-three old shares entitle the shareholder to subscribe for one New Share. The subscription price is EUR 2.05 per share. Shareholders may subscribe for the New Shares during the subscription period in the rights offering, which is expected to commence on 10 February 2017 at 00:00 midnight CET and end on 27 February 2017 at 24:00 midnight CET. The subscription rights to the New Shares (ISIN DE000A2AA4K2/ WKN A2A A4K) are expected to be traded during the period from 10 February 2017 through 23 February 2017 on the regulated market (XETRA Frankfurt and XETRA Frankfurt Specialist) under the ticker symbol PA8B on the Frankfurt Stock Exchange. Subject to certain terms and conditions, a US-American institutional investor has committed vis-à-vis the Company and ODDO SEYDLER BANK AG to acquire any New Shares not subscribed for by existing shareholders or other investors in connection with the rights offering at the subscription price (backstop commitment). For further details on the capital increase with subscription rights, please see the subscription offer provisionally planned to be published in the electronic Federal Gazette on 08 February 2017 and on the website of PAION AG (www.paion.com). PAION will receive gross proceeds of about EUR 4.99 million for the capital increase with subscription rights. PAION intends to use the proceeds of the capital increase primarily to prepare and submit an application for market approval of remimazolam in Japan. The transaction is being handled by ODDO SEYDLER BANK AG. Disclaimer: This release contains certain forward-looking statements concerning the future business of PAION AG. These forward-looking statements contained herein are based on the current expectations, estimates and projections of PAION AG's management as of the date of this release. They are subject to a number of assumptions and involve known and unknown risks, uncertainties and other factors. Should actual conditions differ from the Company's assumptions, actual results and actions may differ materially from any future results and developments expressed or implied by such forward- looking statements. Considering the risks, uncertainties and other factors involved, recipients should not rely unreasonably upon these forward- looking statements. PAION AG has no obligation to periodically update any such forward-looking statements to reflect future events or developments. This release does not constitute an offer of securities for sale or a solicitation of an offer to purchase securities of PAION AG in the United States or any other jurisdiction. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. The securities of PAION AG may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The securities of PAION AG have not been, and will not be, registered under the Securities Act. PAION Contact Ralf Penner Director Investor Relations / Public Relations PAION AG Martinstrasse 10-12 52062 Aachen - Germany Phone: +49 241 4453-152 E-mail: r.penner@paion.com www.paion.com --------------------------------------------------------------------------- 07-Feb-2017 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de --------------------------------------------------------------------------- Language: English Company: PAION AG Martinstr. 10-12 52062 Aachen Germany Phone: +49 (0)241-4453-0 Fax: +49 (0)241-4453-100 E-mail: info@paion.com Internet: www.paion.com ISIN: DE000A0B65S3 WKN: A0B65S Listed: Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich, Stuttgart, Tradegate Exchange End of Announcement DGAP News Service
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