iQ Power AG / Key word(s): Capital Increase/Miscellaneous
20.02.2013 14:14
Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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iQ Power AG announces details of resolved capital increase
- First step of the capital increase: Issue of up to 190 million
voting and preference shares (ISIN CH0199540599) and free options for
each subscribed share
- Subscription price EUR 0.01275
- Total volume of up to EUR 2.4 million
- Indirect offer for subscription in early March 2013
- Subscription period for private placement until mid-March 2013
- Further capital increase for the issue of 210 million voting and
preference shares (ISIN CH0199540599) after approval of a Prospectus is
resolved
Zug/Switzerland, 20 February 2013 - iQ Power AG (ISIN: CH0020609688, German
Securities Code Number (WKN): A0DQVL, symbol: IQPB), a developer and
marketer of technologies for environmentally-friendly and technologically
leading starter batteries for motor vehicles and licences in these
technologies, has resolved a capital increase in two separate stages
following a resolution by the meeting of the Board of Directors on 18
February 2013.
The implementation of the capital increases requires an increase in the
authorised and contingent capital of iQ Power AG. Corresponding proposals
will be made to the Extraordinary General Meeting of iQ Power AG on 21
February 2013. Following consistently positive feedback from existing major
shareholders, the approval of the agenda items is highly likely.
All in all, a maximum of 190,000,000 voting and preference shares to be
paid in full (ISIN CH0199540599) with a nominal value of CHF 0.01 per share
will be offered as part of a public offering with pre-emptive subscription
and oversubscription rights for existing shareholders at a subscription
price of EUR 0.01275 per share. The share capital of iQ Power AG, which is
currently CHF 15,506,348.28, will be increased by up to CHF 1,900,000 as a
result. The subscription period for existing shareholders is likely to be
early March 2013. After this period, any new voting and preference shares
not subscribed for by existing shareholders will be offered to third
parties at the same conditions as part of a private placement until
mid-March 2013. Each voting and preference share will grant the subscriber
a free option to subscribe for an additional registered voting and
preference share at an issue price of EUR 0.014.
Existing shareholders will be granted an indirect subscription right in
proportion to their existing equity interest. The subscription ratio will
be 2.72 to 1 for ordinary shares (ISIN CH0020609688) and 8.17 to 1 for
voting and preference shares (ISIN CH0199540599). This means that ownership
of 2.72 registered shares or 8.17 voting and preference shares of iQ Power
AG will entitle the owner to subscribe for one new voting and preference
share.
Above and beyond their subscription rights, shareholders may also issue an
additional binding subscription order for an unlimited number of new voting
and preference shares (oversubscription) allowing them to subscribe for new
voting and preference shares that are not subscribed for as part of the
indirect offer for subscription; however, this does not provide a legal
right to allocation.
The new voting and preference shares (nominal value CHF 0.01, ISIN
CH0199540599) will have the same status as the existing registered shares
of the company (nominal value CHF 0.03, ISIN CH0020609688) in terms of
voting rights. In accordance with the Swiss Code of Obligations, however,
they will possess only one-third of the voting power of the existing
registered shares for certain resolutions and required voting majorities.
Dividend rights are based on paid-in nominal capital. As the nominal value
of the new voting and preference shares is CHF 0.01, or one-third of the
nominal value of the existing registered shares (CHF 0.03), the new shares
will have threefold dividend rights (preferential rights) and hence will
have the same status as the existing registered shares. The new voting and
preference shares will have full dividend rights from 1 January 2013.
Following the completion of the capital increase, the new voting and
preference shares are expected to be admitted to trading on the unregulated
market of the Hamburg-Hanover or Stuttgart Stock Exchange or the regulated
market of the Frankfurt Stock Exchange. In order to protect shareholder
interests, the company also reserves the right to apply for the new voting
and preference shares to be admitted to trading on another German stock
exchange.
The net proceeds from the capital increase will be used for the repayment
of liabilities and to strengthen iQ Power AG's asset base, thereby
improving its credit profile and liquidity position. The company will also
press ahead with its strategic reorientation with a tool programme for the
production of the new 'iQP-2' construction (a mixing unit with passive mix
elements for wet batteries). More detailed information can be found at
http://www.iqpower.com/index.php?pid=4,1&lang_id=2.
On the basis of a contractual agreement with the major shareholder Bull &
Hatch Ltd., Hong Kong, the Board of Directors has also resolved a second
capital increase (second half) for the issue of a maximum of 210 million
voting and preference shares. This capital increase, which is scheduled
after approval of a Prospectus, will be implemented under the same
conditions as the current capital increase.
With this ad hoc disclosure, iQ Power AG hereby announces the granting of
the rights described in section 9.12 of the securities prospectus dated 16
November 2011 for the period from 1 March to 28 March 2013. Further
information can be requested by e-mail (investor-relations@iqpower.com).
Once the conditions described above and the administrative conditions are
met in the near future, shareholders will be informed about the
subscription offer and the Swiss securities prospectus will be published on
iQ Power AG's website. More detailed information on the capital increase
offer will then be available at www.iqpower.com.
The Board of Directors
About iQ POWER
iQ Power develops and markets technologies for new types of starter
battery. At the heart of this technology are the world's first starter
batteries to feature more efficient automated electrolyte mixing with
passive elements - a patent of iQ Power.
For iQ Power's licensees, the new generation of starter batteries offers
significant advantages in terms of increased customer benefit, higher
product reliability and life cycle stability, a longer useful life and
improved environmental and resource protection. In 2010, this ecological
innovation won iQ Power the prestigious Automechanika Innovation Award for
outstanding product innovation.
As a stock corporation, iQ POWER AG is a listed company. The company's
securities are traded on the regulated market (General Standard) of the
German Stock Exchange in Frankfurt, over the counter on the stock exchanges
in Berlin, Düsseldorf, Munich and Stuttgart as well as via XETRA (ISIN:
CH0020609688, German Securities Code Number: A0DQVL, IQPB).
Contact:
Company Contact:
iQ Power AG
Metallstrasse 9
6304 Zug
Schweiz
Tel.: +41(0) 41 768 03 63
Fax: +41(0) 41 768 03 68
info@iqpower.com
www.iqpower.com
Investor Relations Contact:
GFEI Aktiengesellschaft
Am Hauptbahnhof 6
60329 Frankfurt am Main
Tel.: +49 (0)69 - 74 30 37 00
Fax: +49 (0)69 - 74 30 37 22
iQPower@gfei.de
www.gfei.de
20.02.2013 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: iQ Power AG
Metallstrasse 9
6304 Zug
Switzerland
Phone: +41 41 7680360
Fax: +41 41 768 03 68
E-mail: investor-relations@iqpower.com
Internet: www.iqpower.com
ISIN: CH0020609688
WKN: A0DQVL
Listed: Regulierter Markt in Frankfurt (General Standard);
Freiverkehr in Berlin, Düsseldorf, München, Stuttgart
End of Announcement DGAP News-Service
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DGAP-Adhoc: iQ Power AG announces details of resolved capital increase
| Source: EQS Group AG