B.R.A.I.N. Biotechnology Research And Information Network AG / Key word(s): IPO
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AD HOC RELEASE
BRAIN AG sets IPO price at 9 Euros per share
Zwingenberg, February 3, 2016: B.R.A.I.N. Biotechnology Research and
Information Network AG ("BRAIN AG") and ODDO SEYDLER BANK AG ("ODDO
SEYDLER") as sole global coordinator of the transaction have set the final
offer price for BRAIN shares at EUR 9 per share. The initial public
offering ("IPO") is thus accomplished as planned.
A total of 3,608,054 shares were placed in the context of the offering.
Thereof 3,500,000 shares result from a capital increase. In addition,
108,054 existing shares were placed to cover over-allotments. This number
of shares, provided by way of a share loan, can be bought back by ODDO
SEYDLER until the end of the stabilisation period (up to thirty calendar
days after the first day of trading) for market stabilisation reasons
Based on the final offer price of 9 Euros, the total placement volume
(including over-allotments) amounts to approximately 32.5 million Euros,
from which the Company will receive gross proceeds of 31.5 million Euros.
Following the IPO capital increase, the share capital of BRAIN AG will
amount to 16,414,348 shares. The percentage of the new shareholders in the
Company's share capital will at least be 21.3% and, depending on if or to
which extent the Greenshoe Option is exercised, higher.
Approximately 19 per cent of the placed shares were allocated to retail
investors. These are - amongst others - BRAIN employees and investors of
MIG funds, which are existing shareholders of BRAIN. The remaining shares
were placed with institutional investors from different European countries.
MP Beteiligungs-GmbH remains the largest single shareholder of BRAIN AG
with reduced holdings from 50.65 per cent pre-IPO to under 50 per cent
post-IPO, even without exercise of the Greenshoe Option.
Admission of the BRAIN AG shares to the Frankfurt Stock Exchange is planned
to take place on 5 February 2016; the trading on the regulated market
(Prime Standard segment) under the ticker symbol BNN and the ISIN
DE0005203947 / WKN 520394 is expected to start on 9 February 2016.
BRAIN is one of Europe's leading technology companies in the field of
industrial biotechnology, the core discipline of Bioeconomy. As such, BRAIN
identifies previously untapped, efficient enzymes, microbial producer
organisms or natural substances from complex biological systems that can be
put to industrial use. The innovative solutions and products developed by
help of this "Toolbox of Nature" are successfully applied in the chemistry,
the cosmetics and the food industries. Today, BRAIN's business model is
based on two pillars - "BioScience" and "BioIndustrial". The first pillar,
"BioScience", comprises its - frequently exclusive - collaboration business
with industrial partners. The second pillar "BioIndustrial" comprises the
development and commercialisation of BRAIN's own products and active
product components. Further information is available at
And Information Network AG
Dr. Martin Langer
Executive Vice President
Darmstädter Str. 34-36
64673 Zwingenberg, Germany
This document and the information contained herein are for information
purposes only. This press release does not constitute an offer to sell, or
the solicitation of an offer to buy or subscribe for securities. A public
offer in the Federal Republic of Germany and in the Republic of Austria was
made exclusively by means of and on the basis of an English-language
prospectus together with a German-language translation of the summary. The
prospectus was published on the website of the Company and is also
available in printed form free of charge from the Company (Fax
+49-6251-9331-11) and from ODDO SEYDLER BANK AG (Fax +49-69-920-54902).
This press release does not constitute an offer to sell, or the
solicitation of an offer to buy or subscribe for securities in or into the
United States of America, Australia, Canada or Japan or to other
jurisdictions in which publication, release or distribution would be
unlawful. Any securities referred to herein have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended ("U.S.
Securities Act"). Such securities may not be offered, sold or delivered
within the United States absent from registration under or an applicable
exemption from the registration requirements of the U.S. Securities Act.
Neither BRAIN AG nor any of its shareholders intends to register the
securities referred to in this press release in the United States. The
securities referred to in this press release have not been, and will not
be, registered under the applicable securities laws of Australia, Canada or
Japan. Subject to certain exceptions, the securities may not be offered or
sold in Australia, Canada or Japan or to, or for the account or benefit of,
any national, resident or citizen of Australia, Canada or Japan. There will
be no public offering of securities in the United States or anywhere
outside of the Federal Republic of Germany and the Republic of Austria.
This press release does not constitute an offer document or an offer of
transferable securities to the public in the United Kingdom to which
Section 85 of the U.K. Financial Services and Markets Act 2000 applies and
should not be considered as a recommendation that any person should
subscribe for or purchase any securities as part of the transaction. This
press release is only being distributed to and is only directed at (i)
persons who are outside the United Kingdom or (ii) to investment
professionals falling within Section 19 (5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order")
or (iii) high net worth entities, unincorporated associations and other
persons or entities falling within Section 49 (2), (a) to (d) of the Order
(all such persons together being referred to as "relevant persons"). This
press release or its contents must not be acted or relied on by persons who
are not relevant persons. Any investment or investment activity to which
this press release relates is available only to relevant persons and will
be engaged in only with relevant persons. This release (or parts thereof)
may not be published, reproduced, distributed or made available to third
parties in any other way without the prior consent of BRAIN AG.
This press release contains forward-looking statements. These statements
reflect the current views, expectations, and assumptions of the management
of BRAIN AG and are based on information currently available to the
management. Forward-looking statements are not guarantees of future
performance and involve known and unknown risks and uncertainties that
could cause actual results, performance or events to differ materially from
those expressed or implied in such statements. There are numerous factors
which could influence the future performance by and future developments at
BRAIN AG and the BRAIN group of companies. Such factors include, but are
not limited to, changes in the general economic and competitive
environment, risks associated with capital markets, currency exchange rate
fluctuations, changes in international and national laws and regulations,
in particular with respect to tax laws and regulations, and other factors.
BRAIN AG does not undertake any obligation to update or revise any
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Company: B.R.A.I.N. Biotechnology Research And Information Network AG
Darmstädter Straße 34-36
Phone: +49 (0) 62 51 / 9331-0
Fax: +49 (0) 62 51 / 9331-11
Listed: Regulated Market in Frankfurt (Prime Standard)
Notierung vorgesehen / intended to be listed (Frankfurt, Prime Standard)
End of Announcement DGAP News-Service