Not for publication or distribution in the United States of America, Australia, Canada, Japan or South Africa or in any other jurisdiction in which offers or sales would be prohibited by applicable law.
Private placement of existing shares in flatex AG to institutional investors
Frankfurt/Main - Today, the core shareholders of flatex AG (WKN: FTG111, ISIN: DE000FTG1111, Ticker: FTK.GR), GfBk Gesellschaft für Börsenkommunikation mbH ('GfBk') and Heliad Equity Partners GmbH & Co. KGaA ('Heliad'), announced intention to sell up to 2,300,000 shares in flatex (approximately 11.7% of all outstanding shares) in a private placement to institutional investors. The aim is to increase flatex's free float and the liquidity of its shares in the market. The bookbuilding for the placement of the shares commences immediately.
In this context, Bernd Förtsch, owning - directly and indirectly via GfBk - approx. 27.7% of flatex will sell up to 1,800,000 shares. Heliad, currently holding approx. 9.8% of flatex, will sell up to 0.5m shares. Assuming full placement of all offered shares, the free float in flatex AG will represent more than 70% of outstanding shares.
"Having founded flatex more than 15 years ago, I am extremely proud of flatex's exciting journey from a little German hidden champion to one of the leading and fastest growing online brokerage businesses in Europe. When the DEGIRO acquisition closes in the weeks ahead, flatex will become Europe's online brokerage champion with over 1 million clients. My sincere thanks go to CEO Frank Niehage and CFO Muhamad Chahrour, who started in 2014 and 2015, respectively, and managed to lift flatex to a new level with their whole team.", says Bernd Förtsch, founder and largest shareholder of flatex. "I stay committed and look forward to the further development of flatex."
The selling shareholders have agreed to a 90-day lock-up period on all remaining shares.
Jefferies will act as Sole Global Coordinator and Mainfirst as Co-Bookrunner in connection with the placement.
The information was submitted for publication at 17:40 CET on 02 July 2020 by Jefferies GmbH on behalf of Bernd Förtsch, GfBk Gesellschaft für Börsenkommunikation mbH ('GfBk') and Heliad Equity Partners GmbH & Co. KGaA.
Disclaimer / Important Note
This publication may not be published, distributed or transmitted, directly or indirectly, in the United States of America (including its territories and possessions), Australia, Canada, Japan or South Africa or any other jurisdiction where such an announcement would be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession this document or other information referred to herein should inform themselves about and observe any such restriction. 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 securities for sale or a solicitation of an offer to purchase the above mentioned securities in the United States, Germany 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 flatex AG have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or under any applicable securities laws of any state or other jurisdiction of the United States and may not be offered or sold, directly or indirectly, in or into the United States absent registration or in transactions exempt from or not subject to the registration requirements of Securities Act. There will be no public offer of the securities in the United States.
This announcement may not be disseminated in the United States and/or within the United States and may not be distributed or forwarded to publications that are widely available in the United States.
In the United Kingdom, this document is only being distributed to and 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 is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document refers is available only to Relevant Persons and will be engaged in only with Relevant Persons.
In member states of the European Economic Area ("EEA") which have implemented the Prospectus Directive (each, a "Relevant Member State"), 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 to the extent implemented in a Relevant Member State), and includes any relevant implementing measure in the Relevant Member State. No action has been taken that would permit an offering of the securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.
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02.07.2020 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
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