DGAP-Ad-hoc: TTL Beteiligungs- und Grundbesitz-AG / Key word(s): Capital Increase
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN.
Munich, 15 September 2021
TTL Beteiligungs- und Grundbesitz-AG resolves capital increase
Today, the Management Board of TTL Beteiligungs- und Grundbesitz-AG ("TTL AG", "TTL") (ISIN DE0007501009) resolved with the approval of the Supervisory Board, to increase the share capital of the company. It will be increased from EUR 21,075,000 by up to EUR 3,512,500 to a total of up to EUR 24,587,500 by issuing up to 3,512,500 new no-par value bearer shares ("New Shares"). The New Shares shall be issued against cash contribution with subscription rights of the shareholders out of the Authorised Capital. The subscription price was set at 2.25 Euros per New Share, the gross proceeds of the capital measure thus amount to up to approximately 7.9 million Euros.
TTL AG, a holding company focusing on the German commercial real estate market, intends to use the net proceeds from the capital increase for the further implementation of its investment strategy. In particular, direct investments in real estate projects, real estate platforms or private real estate companies are planned.
The subscription ratio was set at 6 : 1. It entitles existing shareholders to subscribe for 1 New Share for every 6 existing shares at the Subscription Price during the Subscription Period, which is expected to run from 20 September 2021, 00:00 h, until 04 October 2021, 12:00 o'clock. The New Shares will carry full dividend rights as from 1 January 2021.
The subscription rights are generally transferable. However, there is no trading in subscription rights on the stock exchange. A purchase or sale of subscription rights via the stock exchange is therefore not possible. Neither TTL AG nor Quirin Bank AG, which accompanies the transaction, will arrange for the purchase or sale of subscription rights in any other way.
AR Holding GmbH, as the controlling shareholder of the Company, will make full use of its statutory subscription right from the shares held by it.
TTL reserves the right to offer unsubscribed New Shares to a limited number of investors in a private placement at a price of 2.25 Euros. AR Holding GmbH has committed itself vis-à-vis the Company and Quirin Bank AG as issuing bank to subscribe for all New Shares - for which shareholders of the Company do not exercise their subscription rights within the subscription period - in a private placement at the subscription price.
The subscription offer is expected to be published in the Federal Gazette on 16 September 2021. The public offer of the New shares will be made without a prospectus pursuant to Section 3 No. 1 of the German Securities Prospectus Act (Wertpapierprospektgesetz).
Quirin Privatbank AG is accompanying the capital increase as issuing bank and will offer the publicly offered shares to the shareholders in accordance with the subscription offer by way of indirect subscription rights.
The information contained herein is not for release, directly or indirectly, in or into the United States of America, Australia, Canada or Japan. This document (and the information contained herein) does not contain or constitute an offer of securities for sale, or solicitation of an offer to purchase securities, in the United States, Australia, Canada or Japan or any other jurisdiction where such an offer or solicitation would be unlawful.
The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended ("Securities Act"), and may not be offered or sold in the United States unless the securities are registered under the Securities Act, or an exemption from the registration requirements of the Securities Act is available. No public offering of the securities will be made in the United States.
This document constitutes neither an offer to sell nor a solicitation to buy or subscribe for securities.
Statements contained herein may constitute "forward-looking statements". Forward-looking statements are generally identifiable by the use of the words "may", "will", "should", "plan", "expect", "anticipate", "estimate", "believe", "intend", "project", "goal" or "target" or the negative of these words or other variations on these words or comparable terminology.
Forward-looking statements involve a number of known and unknown risks, uncertainties and other factors that could cause the Company's or its industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. The Company does not undertake publicly to update or revise any forward-looking statement that may be made herein, whether as a result of new information, future events or otherwise.
15-Sep-2021 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
|Company:||TTL Beteiligungs- und Grundbesitz-AG|
|Phone:||+49 (0)89 381611-0|
|Fax:||+49 (0)89 3915-92|
|Listed:||Regulated Market in Frankfurt (General Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Munich, Stuttgart, Tradegate Exchange|
|EQS News ID:||1233665|
|End of Announcement||DGAP News Service|
1233665 15-Sep-2021 CET/CEST