EQS-Adhoc

FinLab AG: Plans of Merger with Heliad Equity Partners GmbH & Co. KGaA

EQS-Ad-hoc: FinLab AG / Key word(s): Mergers & Acquisitions FinLab AG: Plans of Merger with Heliad Equity Partners GmbH & Co. KGaA 26-May-2023 / 12:34 CET/CEST Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by EQS News - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. Disclosure of inside information pursuant to Article 17 of Regulation (EU) No. 596/2014

 
 FinLab AG: Plans of Merger with Heliad Equity Partners GmbH & Co. KGaA

 

Frankfurt am Main, May 26, 2023 - FinLab AG (ISIN DE0001218063) intends to negotiate a merger agreement with Heliad Equity Partners GmbH & Co. KGaA (ISIN DE000A0L1NN5) and to carry out a merger of Heliad Equity Partners GmbH & Co. KGaA (as transferring legal entity) into FinLab AG (as acquiring legal entity) in accordance with the provisions of the German Transformation Act (Umwandlungsgesetz - UmwG) (merger by absorption, sections 2 no. 1, 60 et seq., 78 UmwG).

FinLab’s Executive Board has communicated its intention to the management of Heliad Equity Partners GmbH & Co. KGaA today. The management of Heliad Equity Partners GmbH & Co. KGaA, in turn, has announced that it intends to promptly enter said merger negotiations.

FinLab AG currently holds 44.5 % of the shares in Heliad Equity Partners GmbH & Co. KGaA. The aim of the merger is to combine the investment activities of the two companies under the umbrella of FinLab AG.

Upon successful conclusion of the negotiations the merger agreement will be presented to the shareholders of Heliad Equity Partners GmbH & Co. KGaA and the shareholders of FinLab AG for approval at two individual General Meetings, presumably in the second half of 2023.

As part of the merger, the shareholders of Heliad Equity Partners GmbH & Co. KGaA are to receive new shares in FinLab AG in exchange for their Heliad shares in accordance with the statutory provisions. For this purpose, a capital increase is to be carried out at FinLab AG. The exchange ratio for the shareholders of Heliad Equity Partners GmbH & Co. KGaA is to be determined and set in the coming weeks based on a valuation carried out for both companies involved using a suitable valuation method.