Group
11.01.2010
Rights issue of up to 6,302,082 new shares with a ratio of 1:6 for the financing of the acquisition of the A10 shopping center approved
– Not for release, publication or distribution in the United States, Canada, Japan or Australia –
The management board of Deutsche EuroShop AG, Hamburg (ISIN DE0007480204), has resolved to increase the registered share capital of the company by up to € 6,302,082 by issuing for cash up to 6,302,082 new ordinary registered shares, corresponding to approximately 16.7 % of the current registered share capital, by way of a partial use of authorized capital. A committee of the supervisory board formed for this purpose has consented to the resolution of the management board.
The new shares will be offered to existing shareholders by means of indirect subscription rights at a ratio of 1:6, meaning that six old shares will entitle a shareholder to subscribe for one new share. In order to ensure an even subscription ratio, one of the existing shareholders has agreed to waive its subscription rights with respect to four existing shares held by it. The subscription price is € 19.50. The subscription period begins on January 15, 2010 and is expected to end on January 29, 2010. The new shares will have full dividend entitlement for the fiscal year 2009. The rights offering is directed exclusively to existing shareholders of the company. Trading in the subscription rights will not be provided for.
Any new shares that are not subscribed for in connection with the rights offering can be acquired exclusively by existing shareholders by means of a supplemental subscription at the subscription price. Binding offers to acquire shares in such supplemental subscriptions must be delivered during the subscription period.
The company intends to use the net proceeds of the offering of up to € 123 million primarily to finance its acquisition of the A10 Center in Wildau near Berlin, which was agreed on January 6, 2010. The total investment volume for that center, including the modernization and expansion planned to be completed by 2011, amounts to approximately € 265 million, of which € 150 million will be financed by long-term debt.
KG CURA Vermögensverwaltung G. m. b. H. & Co., Hamburg, which is controlled by members of the Otto family, has given a binding commitment to the company and the underwriting banks to acquire up to a total of 3,150,000 new shares at the subscription price by exercising its subscription rights and delivering a binding supplemental subscription offer.
The new shares are to be admitted to trading on the Regulated Market and the sub-section of the Official Market with further post-admission obligations (Prime Standard) of the Frankfurt Stock Exchange without publication of a prospectus.
The Joint Lead Managers for the transaction are COMMERZBANK Aktiengesellschaft and DZ BANK AG Deutsche Zentral-Genossenschaftsbank, Frankfurt am Main.
This publication constitutes neither an offer to sell nor a solicitation of an offer to buy securities. In particular, this document constitutes neither an offer to sell nor a solicitation of an offer to purchase securities in the United States. The shares in Deutsche EuroShop AG (the "Shares") may not be offered or sold in the United States or to or for the account or benefit of "U. S. persons" (as such term is defined in Regulation S under the U. S. Securities Act of 1933, as amended (the "Securities Act")) absent registration or an exemption from registration under the Securities Act. The Shares have not been and will not be registered under the Securities Act. There will be no public offering of Shares in the United States.