MCH Group | Ad hoc announcement pursuant to Art. 53 LR | Capital Increase
Canton of Basel-Stadt to participate in the planned capital increase of the MCH Group
The cantonal parliament of the Canton of Basel-Stadt has approved the proposals of the government and the parliamentary commission ("WAK") that the Canton of Basel-Stadt should participate in the planned capital increase of the MCH Group by acquiring new shares in the amount of up to CHF 34 million. In addition, repayment of the remaining loan of CHF 5.8 million that has not been converted into equity in 2020 is to be waived. The decision of the cantonal parliament is subject to a 42-day referendum period.
Subject to the participation of the Canton of Basel-Stadt, Lupa Systems – the second anchor shareholder alongside the Canton of Basel-Stadt – will participate to the same financial extent in the planned capital increase, which will also be carried out with subscription rights for all shareholders.
"The decision of the Basel-Stadt parliament is an important milestone for the realization of the necessary package of financial measures, which will enable the necessary investments for the company's growth and the refinancing of the CHF 100 million bond," says Chairman of the Board of Directors Andrea Zappia. "We are delighted with the approval of the parliament and the commitment to the Basel Exhibition and Congress Center. We will do everything in our power to justify the confidence expressed in MCH Group and to meet the expectations of the Basel region."
MCH Group will submit the capital increase to the shareholders at an extraordinary General Meeting once the decision of the Basel-Stadt parliament has become legally valid. The concrete modalities will be worked out in the coming weeks.
Media contact:
MCH Group AG
Corporate Communications
Emanuel Kuhn
+41 58 206 22 43
emanuel.kuhn@mch-group.com
www.mch-group.com
Important Note
This document constitutes neither an offer nor an invitation to purchase or invest in securities of MCH Group AG or any of its group companies. This document is neither a prospectus within the meaning of the Federal Act on Financial Services ("FIDLEG") nor a prospectus under any other legislation or regulation. Copies of this document may not be sent to, distributed in or sent from countries where this is prohibited by law. Any decision to participate in the capital increase with subscription rights of MCH Group AG, if resolved by the Extraordinary General Meeting of MCH Group AG, must be made exclusively on the basis of a corresponding prospectus or supplement to the prospectus published by MCH Group AG in the event of a capital increase for this purpose, and not on the basis of this document.
This document and the information contained herein is not for publication or distribution into the United States of America and should not be distributed or otherwise transmitted into the United States or to U.S. persons (as defined in the U.S. Securities Act of 1933, as amended (the «Securities Act») or publications with a general circulation in the United States. This document does not constitute an offer or invitation to subscribe for or to purchase any securities in the United States. The securities mentioned herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended («Securities Act»), or the securities laws of any state or other jurisdiction of the United States and may not be offered or sold within the United States except pursuant to an
applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state or local securities laws. This document does not contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, securities to any person or in the United States or in any other jurisdiction.
Any offer of securities referred to herein, if and when made in member states of the European Economic Area («EEA») and the United Kingdom, will only be addressed to and directed to «qualified investors» within the meaning of Article 2(e) the Prospectus Regulation («Qualified Investors»). For these purposes, the expression «Prospectus Regulation» means Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC, and includes any relevant delegated regulations. Any offer of securities referred to herein will be made pursuant to exemptions under the Prospectus Regulation from the requirement to produce a prospectus in connection with offers of securities.
For readers in the United Kingdom, this announcement is only being distributed to and is only directed at qualified investors within the meaning of the Prospectus Regulation (Regulation (EU) 2017/1129) as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 who are also (A) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended from time to time (the «FSMA Order») or (B) high net worth entities falling within Article 49(2)(a) to (d) of the FSMA Order (all such persons being referred to as «relevant persons»). Any securities referred to herein are expected to only be available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents.
