Kahl am Main, 27 May, 2011 – The Executive Board of SINGULUS TECHNOLOGIES AG (SINGULUS) resolved on May 27, 2011 with the approval of the Supervisory Board from 27 May, 2011, to increase the nominal capital of € 41,050,111 by way of a use of its authorized capital I and III by up to € 7,880,203 to up to € 48,930,314 by issuing up to 7.880.203 new common bearer shares with a nominal value of € 1.00 each and with full dividend entitlement as of 1 January 2011 against contributions in cash.
equinet bank AG undertook to subscribe for the new shares and to offer them to the existing shareholders of SINGULUS TECHNOLOGIES AG for subscription by way of an indirect subscription right with a subscription ratio of 16 : 3 at a subscription price of € 3.30 for each new share. The subscription period is expected to begin on June 4, 2011 and to end on June 17, 2011 (inclusive). Trading in the subscription rights will not be provided for. Any new shares, which are not subscribed for can be purchased by the existing shareholders in addition to their subscription rights by way of a supplemental subscription. Details are to be set forth in the subscription offer that is expected to be published on June 3, 2011 in the electronic Federal Gazette and on the website of the company.
In total the company could expect gross proceeds of approx. € 26 Mio. The proceeds from the capital increase are intended to be used mainly for the expansion of the solar segment business and to a lesser extent for the reduction of financial debt.
The subscription offer for shares in SINGULUS TECHNOLOGIES AG is not a public offering. The new shares will solely be offered to the SINGULUS TECHNOLOGIES AG's existing shareholders.
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN AND AUSTRALIA.
This publication is for information purposes only and does not constitute or form part of, and should not be construed as an offer or an invitation to sell, or issue or the solicitation of any offer to buy or subscribe for, any securities. In connection with this transaction there has not been, nor will there be, any public offering. No prospectus will be prepared in connection with the offering of the shares. The shares will not be offered to the public in any jurisdiction in circumstances which would require the issuer to prepare or register any prospectus or offering document relating to the shares in such jurisdiction.
The distribution of this publication and the offer and sale of the shares in certain jurisdictions may be restricted by law. Any persons reading this publication should inform themselves of and observe any such restrictions.
This publication does 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 in a transaction not subject to, or pursuant to an applicable exemption from, the registration requirements of the Securities Act or any 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 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 Securities Act or under the applicable securities laws of Australia, Canada or Japan.
In the United Kingdom, this publication is only being distributed to and is only directed at (i) persons who have professional experience in matters relating to investments falling within Article 19(1) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") and (ii) high net worth entities falling within Article 49(2) of the Order and (iii) persons to whom it would otherwise be lawful to distribute it (all such persons together being referred to as "relevant persons"). The shares are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such shares will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this publication or any of its contents.