MCH Group | Ad hoc announcement pursuant to Art. 53 LR | General Meeting approves ordinary capital increase
28 September 2022 - 7:00PM
MCH Group | Ad hoc announcement pursuant to Art. 53 LR | General
Meeting approves ordinary capital increase
FOR RELEASE IN SWITZERLAND - THIS IS A RESTRICTED COMMUNICATION
AND YOU MUST NOT FORWARD IT OR ITS CONTENTS TO ANY PERSON TO WHOM
FORWARDING THIS COMMUNICATION IS PROHIBITED BY THE LEGENDS
CONTAINED HEREIN.
Extraordinary General Meeting of MCH Group approves
ordinary capital increase
Implementation of the capital increase with rights
offering as planned
The Extraordinary General Meeting of MCH Group Ltd. today
approved the proposed ordinary capital increase of a nominal amount
of up to CHF 18,586,688 by issuing up to 18,586,688 new registered
shares while granting the subscription rights of the shareholders.
MCH Group Ltd. is launching its corresponding rights offering as of
September 29, 2022, at an offer price per new registered share of
CHF 4.75.
In total, 86.9 % of the registered voting rights was represented
at the Extraordinary General Meeting. The proposal of the Board of
Directors to the Extraordinary General Meeting was clearly approved
with 91.5 % of the votes cast.
«With the approval of the Extraordinary General Meeting, the
necessary capital can be obtained to secure the growth of the
company and the refinancing of the CHF 100 million bond due in May
2023,» says the Chairman of the Board of Directors Andrea Zappia.
«This will benefit all our stakeholders - our customers and
partners, our locations as well as our shareholders and
employees.»
The subscription period will start on Thursday, 29 September
2022, and lasts until Monday, 10 October 2022, 12:00pm (noon) CEST.
The subscription rights will be tradable on the SIX Swiss Exchange
for the period from 29 September 2022 to 6 October 2022. The first
trading day of the new registered shares is scheduled for 13
October 2022. The terms and conditions of the rights offering are
governed by the prospectus dated 28 September 2022.
The prospectus will be published tomorrow, Thursday, September
29, 2022, and can be ordered from then free of charge from MCH
Group Ltd. by e-mail at ir@mch-group.com (subject to certain
restrictions imposed by local laws).
- MCH Group | ir@mch-group.com
Contact:MCH Group Ltd.Secretary of the Board of
DirectorsChristian Jecker+41 58 206 22
52christian.jecker@mch-group.com
Disclaimer / Forward-looking statementsThis
document constitutes neither an offer nor an invitation to purchase
or invest in securities of MCH Group Ltd. or one of its group
companies. This document is neither a prospectus within the meaning
of the Financial Services Act («FINSA») nor a prospectus according
to any other legislation or regulation. Copies of this document may
not be sent to, distributed in or sent from countries where this is
prohibited by law. A decision to participate in the capital
increase with subscription rights of MCH Group Ltd. must be taken
exclusively on the basis of a prospectus approved by a review body
in accordance with Art. 51 FINSA, which will be published by MCH
Group Ltd. on September 29, 2022 for this purpose, and not on the
basis of this document. Copies of such a prospectus will be
available free of charge from the time of its publication. This
document and the information contained herein is not for
publication or distribution into the United States of America (the
«United States») and should not be distributed or otherwise
transmitted into the United States or to U.S. persons (as defined
in the U.S. Securities Act of 1933, as amended, or the «Securities
Act») or publications with a general circulation in the United
States. This document does not constitute an offer or invitation to
subscribe for or to purchase any securities in the United States.
The securities mentioned herein have not been and will not be
registered under the Securities Act or the securities laws of any
state or other jurisdiction of the United States and may not be
offered or sold within the United States except pursuant to an
applicable exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and applicable
state or local securities laws. This document does not contain or
constitute an offer of, or the solicitation of an offer to buy or
subscribe for, securities to any person in the United States or in
any other jurisdiction.Any offer of securities referred to herein,
if and when made in member states of the European Economic Area
(«EEA»), will only be addressed to and directed to «qualified
investors» within the meaning of Article 2(e) of the Prospectus
Regulation («Qualified Investors»). For these purposes, the
expression «Prospectus Regulation» means Regulation (EU) 2017/1129
of the European Parliament and of the Council of 14 June 2017 on
the prospectus to be published when securities are offered to the
public or admitted to trading on a regulated market, and repealing
Directive 2003/71/EC, and includes any relevant delegated
regulations. Any offer of securities referred to herein will be
made pursuant to exemptions under the Prospectus Regulation from
the requirement to produce a prospectus in connection with offers
of securities. For readers in the United Kingdom, this announcement
is only being distributed to and is only directed at qualified
investors within the meaning of the Prospectus Regulation
(Regulation (EU) 2017/1129) as it forms part of domestic law by
virtue of the European Union (Withdrawal) Act 2018 who are also (A)
investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended from time to time (the «FSMA Order») or (B) high
net worth entities falling within Article 49(2)(a) to (d) of the
FSMA Order (all such persons being referred to as «relevant
persons»). Any securities referred to herein are expected to only
be available to, and any invitation, offer or agreement to
subscribe, purchase or otherwise acquire such securities will be
engaged in only with, relevant persons. Any person who is not a
relevant person should not act or rely on this announcement or any
of its contents.
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