DGAP-CMS: Helikos S.E.: Release according to Article 30e of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution

Helikos S.E.  / Issuing condition amendments concerning securities according to
§ 30e Para. 1, No. 1b of the WpHG [the German Securities Trading Act] 

26.07.2011 15:24

Dissemination of a Post-admission Duties announcement according to  Article 30e
Para. 1, No. 1b WpHG, transmitted by 
DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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exceet Group SE (previously Helikos SE)
Société Européenne
115, avenue Gaston Diderich, 1420 Luxembourg, Luxembourg

Notice Pursuant to § 30e paragraph 1 sentence 1 no. 1(b) WpHG 
Concerning the Amendment and Restatement of the Terms and Conditions of the
Company's Class A Warrants
- ISIN LU0472839819 / WKN A1BFHT - 

On July 21, 2011, the special meeting of holders of Class A Warrants (the
'Public Warrants') of exceet Group SE (previously Helikos SE) resolved to
amend and restate the terms and conditions of the Public Warrants listed on
the regulated market (General Standard) of the Frankfurt Stock Exchange
(Frankfurter Wertpapierbörse). The amendment and restatement of the terms
and conditions became effective on July 26, 2011, together with the
consummation of the acquisition of exceet Group AG. In connection with the
amendment and restatement of the terms and conditions, each holder of
Public Warrants receives a onetime cash payment of EUR 0.625 per Public
Warrant held as of July 21, 2011. A copy of the amended and restated terms
and conditions of the Public Warrants can be obtained from the Company
(address: exceet Group SE, 115 avenue Gaston Diderich, L-1420 Luxembourg)
or the Company's internet website (www.helikosgroup.com).

Pursuant to the amended and restated terms and conditions of the Public
Warrants:

1. The 'Exercise Price' as defined in clause 1.1 is now EUR 12. 

2. The formula set forth in clause 4.1 for the calculation of the number of
the Company's Class A shares to be received by each holder of Public
Warrants upon exercise of Public Warrants is now as follows:

number of Warrant Shares = 

[number of Class A warrants exercised x (Fair Market Value - Exercise
Price)] / (2 x Fair Market Value)

3. The 'Expiration Date' as defined in clause 1.1, on which the exercise
period for the Public Warrants ends, now means close of trading on the
Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) (8.00 pm CET) on the
earliest of (i) the first Business Day immediately following the fifth
(5th) anniversary of the Consummation Date or (ii) in relation to a Class A
Warrant, its Redemption Date.

4. The 'Redemption Trigger Price' as defined in clause 5.1 is now EUR 17.

Luxembourg, July 2011

The Board of Directors



26.07.2011 DGAP's Distribution Services include Regulatory Announcements, 
Financial/Corporate News and Press Releases. 
Media archive at www.dgap-medientreff.de and www.dgap.de

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Language:     English
Company:      Helikos S.E.
              115, Avenue Gaston Diderich
              1420 Luxemburg
              Grand Duchy of Luxembourg
Internet:     www.helikosgroup.com
 
End of Announcement                             DGAP News-Service
 
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