DGAP-Ad-hoc: Epigenomics AG / Key word(s): Capital Increase
Publication of Inside Information according to Article 17 MAR
Epigenomics AG successfully completes capital increase; gross proceeds of EUR 22.3 million
Berlin, October 23, 2018 - Epigenomics AG (FSE: ECX; OTCQX: EPGNY) ("Company") has fully placed the new shares from the capital increase resolved on October 7, 2018 of up to EUR 12,007,180 (corresponds to 50% of the existing share capital). Accordingly, the Company's share capital will be increased from currently EUR 24,014,360 to EUR 36,021,540 by 12,007,180 new registered shares of the Company against contribution in cash and partly in kind.
The private placement with selected qualified investors was significantly oversubscribed. All shares of the private placement were allocated to multiple new institutional investors in the U.S.A, including healthcare funds.
Gross proceeds of the capital increase amount to EUR 22.33 million, thereof EUR 21.25 million in cash. Furthermore, the financial liabilities from the redemption of a convertible bond subscribed by Cathay Fortune International Company Limited are reduced by EUR 1.08 million from EUR 7.1 million to EUR 6.02 million.
The capital increase needs to be registered in the commercial register, which the Executive Board will apply for shortly. The inclusion of the new shares under the Company's existing listing (ISIN DE000A11QW50) is currently expected at or around October 29, 2018.
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This publication does, in particular, not constitute an offer to sell or a solicitation of an offer to purchase any securities in the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or the laws of any state within the U.S., and may not be offered or sold in the United States or to or for the account or benefit of U.S. persons, except that the offered shares may be offered or sold to qualified institutional buyers in reliance on certain exemptions from the registration requirements of the Securities Act and applicable state securities laws. This publication and the information contained herein may not be distributed or sent into the United States, or in any other jurisdiction in which offers or sales of the securities described herein would be prohibited by applicable laws and should not be distributed to United States persons or publications with a general circulation in the United States. No public offering of the shares is being made in the United States.
Subject to certain exceptions, the securities referred to herein 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. The securities referred to herein have not been and will not be registered under the applicable securities laws of Australia, Canada or Japan.
This communication expressly or implicitly contains certain forward-looking statements concerning Epigenomics AG and its business. Such statements involve certain known and unknown risks, uncertainties and other factors which could cause the actual results, financial condition, performance or achievements of Epigenomics AG to be materially different from any expected results, performance or achievements expressed or implied by such forward-looking statements. Epigenomics AG is providing this communication as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise.
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736937 23-Oct-2018 CET/CEST