NOT FOR RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
- Capital increase 100% placed
- 44% placed via subscription rights
- Gross issue proceeds roughly EUR 48 million
Munich, Germany, 8 February 2021 – HolidayCheck Group AG has successfully completed the capital increase with subscription rights announced on 20 January 2021. All shares were placed. 99.44 percent of the subscription rights were exercised. This includes the subscription of the company’s majority shareholder, Burda Digital SE, which has exercised its subscription rights in full. Accordingly, 28,747,815 new shares were subscribed at a subscription price of EUR 1.65.
A total of 29,156,814 new shares – equal to 50 percent of the existing share capital – were placed, generating gross issue proceeds of around EUR 48 million. The transaction increased the total number of shares from 58,313,628 to 87,470,442.
The net capital raised of around EUR 47 million will be used to repay a short-term money market loan, as well as for other general working capital purposes, including to meet current needs.
Dr Marc Al-Hames, CEO of HolidayCheck Group AG, commented:
‘We would like to thank all the shareholders who took part in the capital increase for their confidence in HolidayCheck Group. We will do our utmost to show that their trust is well placed. We believe the additional funds raised by the capital increase have placed us on a solid financial footing.
We are fully confident that enthusiasm for travel is undiminished and will quickly return when the COVID-19 crisis has passed. The German, Austrian and Swiss people have more than earned their holidays, having been through such a long tough period with all the deprivations of recent months. We at HolidayCheck will do everything in our power to enable them to have their perfect vacation.
The central European travel sales activities, particularly the online travel business, therefore has huge growth potential in the medium to long term. We believe HolidayCheck Group is optimally positioned to take particular advantage of this development.’
The new shares are expected to be admitted to trading on 10 February 2021, and to be listed on 11 February 2021 along with the existing shares in the Prime Standard – a segment of the Regulated Market of the Frankfurt Stock Exchange (FWB) which imposes additional post-admission obligations. The new shares will have full dividend rights from 1 January 2020.
Commerzbank AG acted as the sole global coordinator and sole bookrunner for the capital increase.
This announcement does not contain or constitute an offer to sell nor a solicitation to buy or subscribe for securities. The securities in the Company have already been sold.
This announcement is not an offer of securities for sale in the United States of America (the “United States”). Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”). Any public offering of securities to be made in the United States would be made by means of a prospectus that could be obtained from the Company and that would contain detailed information about the Company and its management, as well as the financial statements of the Company. There will be no public offer of the securities in the United States.
In the United Kingdom, this information is directed at and/or for distribution only to (i) investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), or (ii) high net worth companies falling within article 49(2)(a) to (d) of the Order (all such persons are collectively referred to herein as “relevant persons”). The securities are only 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 information or any of its contents.
Subject to certain exceptions under the Securities Act, 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.
Some of the information in this announcement may contain projections or other forward-looking statements regarding future events or the future financial performance of the Company. You can identify forward looking statements by terms such as "expect," "believe," "anticipate," "estimate," "intend," "will," "could," "may" or "might," or, in each case, the negative of such terms or other similar expressions. We wish to caution you that these statements are only predictions and that actual events or results may differ materially. We do not intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in our projections or forward-looking statements, including, among others, general economic conditions, our competitive environment, risks associated with our industry, as well as many other risks specifically related to the Company and its operations.
About HolidayCheck Group AG:
HolidayCheck Group AG (ISIN DE005495329), Munich, Germany, is one of Europe’s leading digital firms for holidaymakers. With a total workforce of around 300, HolidayCheck Group AG comprises HolidayCheck AG (which operates hotel review and travel booking portals by the same name), HC Touristik GmbH (which operates the tour operator HolidayCheck Reisen), Driveboo AG (which operates the car rental portals MietwagenCheck and Driveboo). HolidayCheck Group’s vision is to become the world’s most holidaymaker-friendly company in the world.