MCH Group | Ad hoc announcement pursuant to Art. 53 LR | Capital increase - Takeover Board
Planned capital increase of MCH Group Ltd.
Swiss Takeover Board approves requests
MCH Group Ltd. (SIX: MCHN) announced today that the Swiss Takeover Board has approved the requests of MCH Group Ltd. and its two anchor shareholders in connection with the planned capital increase, in particular regarding an exemption pursuant to Article 136(1)(e) FinMIA from the obligation to make an offer (restructuring exemption).
With the planned capital increase, MCH Group Ltd. intends to secure the necessary investments for the company's growth and the refinancing of the CHF 100 million bond due in May 2023. Following the approval of the Parliament of the Canton of Basel for the participation of the Canton of Basel-Stadt and the granting of an exemption from the obligation to make a takeover offer by the Takeover Board, MCH Group Ltd. can prepare the planned capital increase as intended and submit it to an Extraordinary General Meeting in the autumn. The Canton of Basel-Stadt and Lupa Systems intend to participate equally in the planned capital increase with up to CHF 34 million each. The capital increase is to be carried out with subscription rights for all shareholders.
MCH Group Ltd. is obliged to publish the decision of the Swiss Takeover Board.
Decision 825/01 of the Swiss Takeover Board dated July 27, 2022
(convenience translation of the German authoritative original)
"The Takeover Board decides:
1. It is confirmed based on the files currently available to the Takeover Board that (i) due to the agreement and/or the execution of the described transaction, neither Lupa Investment Holdings, LP nor Lupa Systems LLC nor the Canton Basel-Stadt nor MCH Group Ltd. are acting in concert with regard to the control of MCH Group Ltd. within the meaning of Article 33 FMIO-FINMA and (ii) neither the agreement nor the execution of the described transaction triggers for Lupa Investment Holdings, LP, Lupa Systems LLC, the Canton Basel-Stadt or MCH Group Ltd., together or each individually, the obligation to make an offer within the meaning of Article 135 para 1 sentence 1 FMIA with respect to the listed equity securities of MCH Group Ltd.
2. Based on the files currently available to the Takeover Board, the Canton Basel-Stadt is hereby granted in connection with the described transaction an exemption pursuant to Article 136 para 1 lit. e FMIA from the obligation to make a public takeover offer according to Article 135 para 1 sentence 1 FMIA with respect to the listed equity securities of MCH Group Ltd. without conditions.
3. MCH Group Ltd. shall publish the provisions of the present decision as well as the reference to the right of objection of qualified shareholders, in application of Article 61 para. 3 and 4 Takeover Ordinance.
4. The present decision will be published on the website of the Takeover Board following its publication in accordance with clause 3 above.
5. The fees payable by MCH Group Ltd., the Canton Basel-Stadt and Lupa Investment Holdings, LP with joint and several liability amounts to CHF 40,000."
MCH Group's Board of Directors has decided not to publish a separate report within the meaning of Article 61 para 3 lit. a of the Takeover Ordinance.
A shareholder who has been holding at least 3% of the voting rights of MCH Group, whether exercisable or not (a "qualified participation", Article 56 Takeover Ordinance), since the date of publication of the decision, may file an objection against the decision of the TOB. The objection must be filed with the Takeover Board within five trading days from the date of publication of the decision. The objection must contain a motion, summary reasons and proof of the qualified participation according to Article 56 para. 3 and para 4 Takeover Ordinance as from the date of the publication of the decision (Article 58 para. 3 Takeover Ordinance).
Contact:
MCH Group Ltd.
Secretary of the Board of Directors
Christian Jecker
+41 58 206 22 52
christian.jecker@mch-group.com
www.mch-group.com
Disclaimer / Forward-looking statements
This document does not constitute an offer to subscribe for, buy or sell any of the securities mentioned herein or any other securities in any jurisdiction. The securities mentioned herein 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 or sold in the United States absent registration or exemption from registration under the Securities Act. This communication does not constitute an offer or invitation to subscribe for or purchase any securities of MCH Group Ltd. This publication may contain certain forward-looking statements concerning the Company and its business. Such statements involve certain risks, uncertainties and other factors which could cause the actual results, financial condition, performance or achievements of the Company to be materially different from those expressed or implied by such statements. Readers should therefore not place undue reliance on these statements, particularly not in connection with any contract or investment decision. The Company disclaims any obligation to update these forward-looking statements.
To view this piece of content from ml-eu.globenewswire.com, please give your consent at the top of this page.
About GlobeNewswire by notified
GlobeNewswire by notified is one of the world's largest newswire distribution networks, specializing in the delivery of corporate press releases financial disclosures and multimedia content to the media, investment community, individual investors and the general public.
Subscribe to releases from GlobeNewswire by notified
Subscribe to all the latest releases from GlobeNewswire by notified by registering your e-mail address below. You can unsubscribe at any time.
Latest releases from GlobeNewswire by notified
Unveiling the 8th Future Investment Initiative’s theme: "Infinite Horizons: Investing Today, Shaping Tomorrow"17.4.2024 23:07:59 CEST | Press release
RIYADH, Saudi Arabia, April 18, 2024 (GLOBE NEWSWIRE) -- The Future Investment Initiative (FII) Institute is excited to announce the theme for its upcoming 8th edition of the FII conference, scheduled for October 29-31, 2024, at the prestigious King Abdulaziz International Conference Centre (KAICC) in Riyadh, Saudi Arabia. Under the captivating theme ‘Infinite Horizons: investing today, shaping tomorrow’, FII8 will ignite discussions on how investment can serve as a catalyst for a prosperous and sustainable future, pushing the boundaries of what is possible for humanity. FII8 promises to be a melting pot of innovative ideas, bringing together global leaders, entrepreneurs, political leaders, media and decision-makers in finance, AI, sustainability, energy, geoeconomics, space and beyond. By focusing on the theme of ‘Infinite Horizons’, this year’s conference will challenge attendees to think beyond conventional limits and explore investment opportunities that can bridge current challen
HMS Networks completes a placement of 3,500,000 shares, raising proceeds of SEK 1,400 million17.4.2024 22:45:00 CEST | Press release
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA, OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURES. THIS ANNOUNCEMENT IS NOT A PROSPECTUS AND DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO PURCHASE THE SECURITIES DESCRIBED HEREIN, NOR SHALL THERE BE ANY SALE OF THE SECURITIES REFERRED TO HEREIN, IN OR INTO ANY JURISDICTION WHERE SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION. HMS Networks AB (publ) (“HMS” or the "Company") has, based on authorisation from the extraordinary general meeting on January 26, 2024, resolved to carry out a placement of 3,500,000 newly issued
HMS Networks har genomfört en riktad nyemission av 3 500 000 aktier och tillförs 1 400 miljoner SEK17.4.2024 22:45:00 CEST | Pressemelding
INTE AVSETT FÖR, OCH FÅR INTE, OFFENTLIGGÖRAS, PUBLICERAS ELLER DISTRIBUERAS, HELT ELLER DELVIS, DIREKT ELLER INDIREKT, INOM ELLER TILL USA (INNEFATTANDE DESS TERRITORIER OCH BESITTNINGAR, VARJE STAT I USA SAMT DISTRICT OF COLUMBIA), AUSTRALIEN, KANADA, JAPAN, SYDAFRIKA ELLER NÅGON ANNAN JURISDIKTION DÄR OFFENTLIGGÖRANDE, PUBLICERING ELLER DISTRIBUTION VORE OLAGLIG ELLER KRÄVA REGISTRERING ELLER ANDRA ÅTGÄRDER. DETTA PRESSMEDDELANDE UTGÖR INTE NÅGOT PROSPEKT OCH UTGÖR INTE NÅGOT ERBJUDANDE ATT SÄLJA ELLER FÖRVÄRVA DE VÄRDEPAPPER SOM BESKRIVS HÄRI, OCH DET SKA INTE SKE NÅGON FÖRSÄLJNING AV DE VÄRDEPAPPER SOM BESKRIVS HÄRI TILL ELLER INOM NÅGON JURISDIKTION DÄR SÅDANT ERBJUDANDE ELLER FÖRSÄLJNING VORE OLAGLIG FÖRE REGISTRERING ELLER KVALIFICERING ENLIGT VÄRDEPAPPERSREGLERNA I SÅDAN JURISDIKTION. HMS Networks AB (publ) (“HMS” eller "Bolaget") har, med stöd av bemyndigandet från den extra bolagsstämman den 26 januari 2024, beslutat att genomföra en riktad nyemission av 3 500 000 aktier til
Ingredion to Release 2024 First Quarter Financial Results on May 8, 202417.4.2024 22:05:00 CEST | Press release
WESTCHESTER, Ill., April 17, 2024 (GLOBE NEWSWIRE) -- Ingredion Incorporated (NYSE: INGR), a leading global provider of ingredient solutions to the food manufacturing industry, will release its 2024 first quarter financial results for the period ended March 31, 2024, before the market opens Wednesday, May 8, 2024. Jim Zallie, president and chief executive officer and Jim Gray, executive vice president and chief financial officer, will host a conference call May 8 at 8 a.m. CT to discuss the Company's financial performance. The conference call and accompanying slide presentation will be webcast live at https://ir.ingredionincorporated.com/events-and-presentations. Participants are encouraged to log on to the webcast approximately 10 minutes before the start of the presentation. A replay of the presentation will be available on the Company's website. ABOUT THE COMPANY Ingredion Incorporated (NYSE: INGR), headquartered in the suburbs of Chicago, is a leading global ingredient solutions pr
EMGS – Board of directors approves audited financial statements and annual report for 202317.4.2024 22:00:00 CEST | Press release
The board of directors of Electromagnetic Geoservices ASA ("EMGS" or the "Company") has today approved EMGS' 2023 annual financial statements and annual report. There are no material changes to the financial statements compared to the preliminary and unaudited full year results presented by the Company on 14 February 2024. EMGS' annual report for 2023 is enclosed to this stock exchange notification. The annual report will be published in European Single Electronic Format (ESEF) on or about Friday 19 April 2024. Contact Anders Eimstad, Chief Financial Officer, +47 948 25 836 This information is published in accordance with the Norwegian Securities Trading Act § 5-12. About EMGS EMGS, the marine EM market leader, uses its proprietary electromagnetic (EM) technology to support oil and gas companies in their search for offshore hydrocarbons. EMGS supports each stage in the workflow, from survey design and data acquisition to processing and interpretation. The Company's services enable the