IBERSOL, SGPS, S.A.

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Ibersol SGPS S A : Oferta pública de subscrição de ações, mediante exercício do direito de preferência, e de admissão à negociação em mercado regulamentado de até 10.000.000 ações ordinárias, escriturais e nominativas, com o valor nominal de €1, a emitir pela Ibersol, SGPS, S.A. - Resultados da Oferta (versão em inglês)

11/15/2021 | 01:26pm

(This document is a translation of the original document, in Portuguese language. In case of

discrepancy, the Portuguese version prevails)

IBERSOL, SGPS, S.A.

Public Company

Registered office: Praça do Bom Sucesso, 105/159, 9.º andar, Oporto, Portugal

Registered at the Commercial Registry Office of Oporto under the sole registration and taxpayer

number 501 669 477

Fully subscribed and paid-up share capital: EUR 36,000,000.00

IBERSOL, SGPS, S.A. SHARE CAPITAL INCREASE

FROM EUR 36,000,000 TO EUR 46,000,000

OFFER AND ALLOTMENT RESULTS

Under the terms and for the purposes of the applicable legal provisions, particularly article 127(1)(a) of the Portuguese Securities Code (Código dos Valores Mobiliários), Ibersol, SGPS, S.A. ("Ibersol", "Company" or "Issuer") hereby announces the results of the above- mentioned share capital increase, corresponding to the issuance of 10,000,000 new ordinary, book-entry, nominative shares, with a nominal value of EUR 1 each ("New Shares"), with the unit subscription price of EUR 4, which includes a premium of EUR 3 per New Share, with subscription reserved to shareholders in the exercise of their respective legal pre-emptive rights and to other investors that have acquired subscription rights (the "Offer").

In the exercise of subscription rights 9,843,664 New Shares were proportionally subscribed, representing about 98.44% of the total number of New Shares to be issued pursuant to this Offer, with 156,336 New Shares having remained available for allotment. Additional requests for New Shares subject to allotment amounted to 4,725,148 shares, exceeding in circa 29 times the quantity available for such purpose.

Therefore, the total demand registered in this share capital amounted to circa 146% of the amount of the Offer.

As such, the share capital increase was fully subscribed corresponding to proceeds in the amount of EUR 40,000,000.

The allotment process among all subscribers who manifested an interest in subscribing a number of shares higher than that they were proportionally entitled to gave rise to successive iterations, being shares attributed in accordance with the proportion of the amount of the corresponding subscriptions, rounded down.

The financial settlement of the New Shares subscribed pursuant to the exercise of subscription rights occurs on this date, and the financial settlement of the New Shares allocated pursuant to the allotment process, is expected to occur on 17 November 2021.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, SOUTH AFRICA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE ILEGAL

Furthermore, Ibersol submitted a request to Euronext Lisbon - Sociedade Gestora de Mercados Regulamentados, S.A. for the admission to trading of all shares involved in this share capital increase in the Euronext Lisbon Regulated Market, which is expected to occur as soon as possible following the commercial registration of the share capital increase, namely on or about 19 of November 2021.

Oporto, 15 November 2021

THE ISSUER

IBERSOL, SGPS, S.A.

THE FINANCIAL INTERMEDIARIES

BANCO COMERCIAL PORTUGUÊS, S.A.

BANCO SANTANDER TOTTA, S.A.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, SOUTH AFRICA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE ILEGAL

***

The information contained in this press release is not intended for release, publication or distribution, directly or indirectly, in or into the United States of America, Canada, South Africa, Australia, Japan or any other jurisdiction in which such release, publication or distribution would be unlawful.

This press release or any copies thereof do not constitute an offer to sell or the solicitation of offers to buy or subscribe for securities in the United States of America, including its territories or possessions, and the District of Columbia. The securities referred to herein have not been and will not be registered under the US Securities Act of 1933, as amended ("US Securities Act"), and may not be offered, exercised or sold in the United States. There is no intention to register any part of the offer in the United States of America or to conduct an offer of securities in the United States of America and any offers and sales conducted outside the United States of America will be directed to non-resident persons, as provided in Regulation S under the US Securities Act. The new shares may not be offered or sold in the United States without registration under the Securities Act or pursuant to an exemption from the registration requirements of the Securities Act. There will be no public offer of the new shares in the United States of America.

This press release has been prepared by Ibersol solely for the use of authorised recipients and in connection with the potential offer by Ibersol. The press release, parts of the press release or copies of the press release may not be transported or transmitted into the United States of America or distributed, directly or indirectly, within the United States of America in accordance with the definitions in the US Securities Act. The new shares have not been and will not be registered under the applicable securities laws of any state or jurisdiction of Canada, Australia, Japan or South Africa and, subject to certain exceptions, may not be offered or sold in Canada, Australia, Japan or South Africa to, or for the benefit of, any national, resident or citizen of Canada, Australia, Japan or South Africa. Any failure to comply with this restriction may constitute a breach of the securities market laws of the United States of America, Canada, South Africa, Australia or Japan or any other jurisdiction in which distribution or disclosure would be unlawful.

The issue, exercise or subscription of the new shares in the potential offer are subject to specific legal or regulatory restrictions in certain jurisdictions. Ibersol assumes no liability in the event of a breach by any person of any such restrictions. The information contained herein shall not constitute an offer to subscribe or the solicitation of an offer to purchase or subscribe for, nor shall there be any subscription for, any securities referred to herein in any jurisdiction in which such offer, solicitation or subscription would be unlawful.

Investors must not accept any offer, acquire or subscribe for any securities to which this document refers, except on the basis of the information contained in the prospectus published and distributed by Ibersol. The referred prospectus approved by the Portuguese Securities Market Commission (CMVM) is available for consultation by shareholders and investors (i) in digital format on Ibersol's website (www.ibersol.pt/) and on the CMVM's website (www.cmvm.pt/) and (ii) in physical format at Ibersol's head office (Praça do Bom Sucesso, 105/109, 9th floor Oporto).

Ibersol has not authorised any offer of securities to the public in any member state of the European Economic Area ("EEA") other than Portugal. In EEA member states other than Portugal in which Regulation (EU) 2017/1129, as amended, (the "Prospectus Regulation") has been implemented, no public offering of the new shares requiring the approval of a prospectus has or will be made. Accordingly, the new shares may only be offered in Member States in any other circumstance where no prospectus is required to be published by Ibersol in accordance with the Prospectus Regulation. For this purpose, "offer of securities to the public" means any communication to the public, in whatever form and by whatever means, presenting sufficient information on the terms of the offer and the securities to be offered, so as to enable an investor to decide to purchase or subscribe to these securities. Thus, in EEA Member States other than Portugal, this information may not be considered by persons who are not Qualified Investors. Any investment or investment activity to which this information relates is only available to, and may only be undertaken with, Qualified Investors.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, SOUTH AFRICA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE ILEGAL

This press release is only distributed to, and is only directed at, (a) persons outside the United Kingdom or (b) persons who, while in the United Kingdom, have (i) professional experience in investment matters falling within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion Order 2005), as amended ("Order") or (ii) are high net worth entities, or other persons to whom this information may lawfully be passed.(ii) are high net worth individuals or other persons to whom this information may lawfully be disclosed in accordance with section 49(2)(a) to (d) of the Order (such persons being referred to as "relevant persons"). Any investment or investment activity to which this press release relates is only made available to, and may only be undertaken with, relevant persons. This press release and its contents may not be relied upon by persons who are not relevant persons.

Disclaimer

Ibersol SGPS SA published this content on 15 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 November 2021 18:24:07 UTC.

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