Grand City Properties S.A., / Key word(s): Capital Increase
02.12.2013 17:59
Dissemination of a Corporate News, transmitted by DGAP - a company of EQS
Group AG.
The issuer / publisher is solely responsible for the content of this announcement.
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GRAND CITY PROPERTIES S.A.
Luxembourg, 2 December, 2013
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, OR ANY JURISDICTION WHERE
TO DO SO WOULD CONSTITUTE A VIOLATION OF APPLICABLE LAWS OR REGULATIONS
Grand City Properties S.A. - Announcement of resolution of Board of
Directors to increase share capital
The Board of Directors of Grand City Properties S.A. (the 'Company')
resolved today to increase the Company's share capital from EUR 8,842,500
by up to EUR 2,200,000 to up to EUR 11,042,500 through an issue of up to
22,000,000 new ordinary shares with a par value of EUR 0.10 each, against
cash contributions ('New Shares'), by using part of the authorized capital
of the Company.
The Company is in advanced process of signing several acquisitions of
various under-performing property portfolios with a total volume of more
than EUR250 million. The portfolios under consideration are consistent with
the Company's business strategy, and the geographic distribution is with
primary focus on North Rhine Westphalia and Berlin. The proceeds of the
capital increase will be used to fund the Company's acquisition pipeline.
The issue price for the New Shares will be determined in an accelerated
book building process which commences 2 December 2013 and is expected to
close on 3 December 2013. The Board of Directors will fix the issue price
and the final number of New Shares by separate resolution following the end
of the accelerated book building process. The new shares will be issued
without subscription rights. The New Shares are placed with institutional
investors in selected countries in reliance on Regulation S of the US
Securities Act 1933, as amended by way of a private placement. There will
be no public offering. The New Shares will be included in the existing
stock exchange listings of the Company's shares on the Open Market (Entry
Standard) of the Frankfurt Stock Exchange and on the open markets
(Freiverkehr) of the Berlin Stock Exchange and the Stuttgart Stock Exchange
on or around 5 December 2013. The envisaged transaction will increase the
Company's free float from currently 50.3% to up to 60.26 %. Berenberg will
be acting as Sole Global Coordinator for the capital increase and, together
with J.P. Morgan, as Joint Bookrunner.
About Grand City:
Grand City Properties S.A. (ISIN: LU0775917882) is a public limited
liability company (société anonyme) incorporated under the laws of the
Grand Duchy of Luxembourg, having its registered office at 6, Boulevard
Pierre Dupong, L-1430 Luxembourg and being registered with the Luxembourg
trade and companies register (Registre de Commerce et des Sociétés
Luxembourg) under number B 165560, which focuses on investing in and
managing turnaround opportunities in the German real estate property
market, especially in large urban high-density areas.
Contact:
Grand City Properties S.A.
6, boulevard Pierre Dupong
L 1430 Luxemburg
www.grandcityproperties.com
Press Contact:
Katrin Petersen
Grand City Properties S.A.
T: +49 (30) 887088-1128
E: [email protected]
www.grandcityproperties.com
Disclaimer:
This announcement does not constitute an offer to sell or issue, or the
solicitation of an offer to buy or subscribe for, securities to any person
in Germany, the Grand Duchy of Luxembourg, the European Union, Australia,
Canada, Japan, or the United States or in any jurisdiction in which such
offer or solicitation is unlawful. The shares of the company have not been,
and will not be, registered under the U.S. Securities Act of 1933, as
amended (the 'Securities Act'), and may not be offered, sold, delivered or
otherwise transferred in or into the United States except pursuant to an
exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act. The offer and the sale of the shares of
the Company have not been, and will not be, registered under the applicable
securities laws of Australia, Canada or Japan. 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. There will be
no public offer of the shares in Germany, elsewhere in the European Union
or in the United States.
This announcement is directed at and/or for distribution in the United
Kingdom only to (i) persons who have professional experience in matters
relating to investments falling within article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
'Order') or (ii) high net worth entities falling within article 49(2)(a) to
(d) of the Order (all such persons are referred to herein as 'relevant
persons'). This announcement is directed only at relevant persons. Any
person who is not a relevant person should not act or rely on this
announcement or any of its contents. Any investment or investment activity
to which this announcement relates is available only to relevant persons
and will be engaged in only with relevant persons.
This announcement may contain projections or estimates relating to plans
and objectives relating to our future operations, products, or services,
future financial results, or assumptions underlying or relating to any such
statements, each of which constitutes a forward-looking statement subject
to risks and uncertainties, many of which are beyond our control. Actual
results could differ materially, depending on a number of factors.
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