NOT FOR DISTRIBUTION OR RELEASE IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN, OR IN ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW.
Munich, 15th October 2013. - During the placement offers issued by Gigaset AG (ISIN DE0005156004) which ended on 14 October 2013, existing shareholders exercised 12.99% of their subscription rights relating to new shares and 7.81% of their subscription rights relating to convertible bonds.
As such, the backstop condition stipulated in the Investor Agreement dated 27th September 2013 between Gigaset AG and Goldin Fund Pte. Ltd., Singapore, has been met.
Following the Investor Agreement, Goldin Fund Pte. Ltd., Singapore, will acquire all remaining 17,028,581 shares which have not been subscribed to by existing shareholders as well as all 21,518,313 convertible bonds which have not been subscribed to by existing shareholders at a purchase price of EUR 1.00 per new share or per convertible bond.
As such, both the capital increase as well as the issuance of the convertible bond will reach their maximum number of 19,571,049 new shares and 23,340,289 convertible bonds.
Therefore the Company will receive a total amount of EUR 42.9 million from both capital measures.
After registration of this capital increase in the commercial registry, which is expected on or around 21 October 2013, the number of shares issued the Company will reach 69,585,960. New shares will be delivered probably on 22 October 2013, however not before the new shares having been admitted to stock exchange trading. From this day onwards, new shares shall be included into the existing listing in the regulated market (Prime Standard) of Frankfurt's stock exchange. Delivery of convertible bonds is also likely to take place on 22 October 2013.
The backstop condition stipulated in the Investor Agreement which is now fulfilled also is a prerequisite for a takeover bid by Goldin Fund Pte. Ltd. at a price of EUR 1.00 per Gigaset share and for further capital measures of Gigaset group companies, which are described in the ad hoc message published on 27 September 2013 in more detail.
This document is for promotional purposes only and is not a securities prospectus. Interested investors should make their investment decision with respect to the securities mentioned in this document solely on the basis of information contained in a securities prospectus published by Gigaset AG in connection with the offering of these securities. Following its publication the securities prospectus will, be available free of charge at Gigaset AG, Hofmannstraße 61, 81379 Munich, or at the company website (www.gigaset.ag).
This document does not constitute an offer of securities for sale in the United States of America (USA) or in any jurisdiction in which such offer may be restricted. Securities mentioned in this document may be sold in the United States only with the prior registration, or an exemption from registration under the Securities Act of 1933, as amended from time to time. Gigaset AG does not intend to register the offer of the Securities in whole or in part in the United States or to execute a public offering of securities in the United States or elsewhere, except in Germany.
Gigaset AG, Munich, is an internationally operating company in the area of communications technology. The Company is Europe's market leader in DECT telephones.
Gigaset AG is listed on the Prime Standard of Deutsche Börse and so is subject to the very highest requirements for transparency. Its shares are traded on the Frankfurt Stock Exchange under the symbol 'GGS' (ISIN: DE0005156004).
Learn more about Gigaset at www.gigaset.ag
Kerstin Diebenbusch, Investor Relations
Phone: +49 (0)89 444456-937
Stefan Zuber, Corporate Communications
Phone: +49 (0)89 444456-866