Meyer Burger Technology Ltd (SIX: MBTN) today publishes the final terms of the planned ordinary capital increase with targeted gross proceeds of CHF 165 million, which will be submitted to today’s Extraordinary General Meeting for approval. Trading in shares of Meyer Burger Technology Ltd on the SIX Swiss Exchange will be suspended today until 30 minutes after the publication of the results of the Extraordinary General Meeting.
Agenda Item 1 –Transaction Option I
Under agenda item 1, the Board of Directors of Meyer Burger Technology Ltd (“Meyer Burger” or the “Company”) will propose to today’s Extraordinary General Meeting (“EGM”), to be held at 10:00 a.m. CEST in Thun, to increase the share capital by issuing up to 1,829,977,372 new registered shares with a par value of CHF 0.05 per share. A condition for the implementation of the capital increase is that total gross proceeds of at least CHF 150 million can be raised.
The subscription rights of existing shareholders are excluded with regard to 557,511,684 newly issued registered shares, corresponding to maximum 1/3 of the maximum total capital increase amount. The Board of Directors will allocate the withdrawn subscription rights to investors who have committed themselves to the Company in advance to subscribe for a certain number of shares (Private Investment in Public Equity, so-called PIPE) at the subscription price per new registered share of CHF 0.09. In total, this PIPE tranche would generate gross proceeds of approximately CHF 50.2 million.
The PIPE investors and other investors have also committed themselves, subject to the fulfilment of certain commercial and legal conditions, to take up shares in the rights issue, provided that they are not taken up by the exercise of subscription rights. In this context, these so-called backstop investors guarantee around CHF 60 million of the rights issue. The PIPE and backstop investors, who are already shareholders of Meyer Burger, have committed themselves in this respect to fully exercise their subscription rights within the framework of Transaction Alternative I, whereby the shares subscribed to thereby are deducted from the backstop commitment.
With regard to the remaining maximum number of 1,272,465,688 of new registered shares to be issued, the subscription rights of existing shareholders will be granted directly or indirectly, subject to legal restrictions under foreign legal systems. The subscription price per new registered share will be CHF 0.09, resulting in gross proceeds of up to CHF 114.5 million from the rights issue.
Meyer Burger shareholders will receive one subscription right for each registered share they hold as of 13 July 2020 (after close of trading). The subscription rights are transferable and tradable. 7 subscription rights grant their holders the right to subscribe to 13 new registered shares, subject to certain restrictions applicable to the offer of subscription rights, including legal restrictions under foreign legal systems. Taking into account the PIPE and the backstop commitments, Transaction Alternative I guarantees approximately 67% of the planned gross proceeds of CHF 165 million.
