Notification concerning ordinary capital reduction
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ISIN: DE0006190705/ WKN 619070
Notification concerning ordinary capital reduction in accordance with §§ 222 ff of the German Stock Corporation Act (AktG).
The ordinary Annual General Meeting of our company held on 21st July 2020 decided among other matters to reduce the company’s share capital from EUR 22,867,154.00 initially by EUR 4.00 to EUR EUR 22,867,150.00, divided into 22,867,150 no-par value shares. The capital reduction is to be carried out by means of the withdrawal of four no-par value shares with a proportionate amount of the company’s share capital of EUR 1.00 per share.
The capital reduction is to serve the sole purpose of creating a smooth consolidation ratio for further capital reduction.
For the purpose of creating free capital reserves, the company’s share capital in the amount of EUR 22,867,150.00 divided into 22,867,150 no-par value shares is to be decreased by EUR 20,580,439.00 to EUR 2,286,715.00 – divided into 2,286,715 no-par value bearer shares.
The further reduction is to be carried out in accordance with the regulations on the ordinary capital reduction (§§ 222 ff. AktG) at a ratio of 10:1. It is to be carried out in such a way that 10 no-par value bearer shares are merged into one no-par value bearer share with a calculated share of EUR 1.00 in the share capital.
The resolutions on the capital reduction and the corresponding amendment to the Articles of Incorporation were entered into the company’s Commercial Register on 29th July 2020 and thus became effective; since then the company’s share capital has been effectively reduced.
With an effective date of 3rd September 2020 in the evening and a value date of 4th September 2020, the 22,867,150 shares held in collective custody will be merged by the custodian banks and Clearstream Banking AG, Frankfurt am Main, at a ratio of 10:1. For every 10 old shares (ISIN DE0006190705) the shareholders shall receive one new converted share (ISIN DE000A289VV1) with a proportionate amount of EUR 1.00 in the share capital. The converted shares shall participate in the profits as of 1st January 2020.
According to the Articles of Association, the shareholders‘ right to certification of individual shares is excluded. The reduced share capital was evidenced in a global certificate deposited with Clearstream Bank AG, Frankfurt am Main. The present shareholder’s percentage share in the share capital of HAEMATO AG remains unchanged.
Should a shareholder hold a number of shares that cannot be divided by 10, fractional shares (ISIN DE000A289VU3) will be booked.
A rounding up to full rights (so-called peak regulation) requires a corresponding purchase or sale order. The shareholders of HAEMATO AG are asked to place a corresponding order with their respective custodian bank as soon as possible,
but at the latest by 18th September 2020,
with regard to the handling of the fractional shares, in particular the sale of the fractional shares or the purchase of further fractional shares for the purpose of rounding up to one. The custodian banks will endeavour to balance out the share fractions in accordance with the instructions of their clients.
Remaining fractions of shares will be booked out by Clearstream Banking AG after 18th September 2020 and transferred to the central settlement agent, Bankhaus Gebr. Martin AG, for further handling.
HAEMATO AG shall not provide for refunds of charges.
The price determination for the 2,286,715 converted shares resulting from the capital reduction with the new ISIN DE000A289VV1 in the open market on the Frankfurt Stock Exchange shall commence on 2nd September 2020. Existing stock market orders shall expire at the end of 1st September 2020.
Berlin, September 2020