Fritz Nols AG:
Extension subscription rights and period
To the shareholders of Fritz Nols AG
Frankfurt am Main (pta015/10.04.2018/10:00) -
The Management Board and Supervisory Board of Fritz Nols AG today approved the extension of the capital increase against cash contributions, which was agreed at the last Annual General Meeting on 20 September 2017. The share capital of the Company will be increased from EUR 5,999,900.00 up to EUR 14,000,100.00 up to EUR 20,000,000.00 by issuing up to 14,000,100 no-par-value bearer shares with a notional amount of the share capital Amount of EUR 1.00 per no-par-value share at the issue price of EUR 1.00 per no-par-value share increased against cash and non-cash contributions. The new shares are entitled to dividend from 1 January of the current financial year when the capital increase is registered.
The shareholders are entitled to the statutory subscription right in a ratio of 1: 3, whereby the capital increase can be fully or partially carried out in accordance with § 186 (5) AktG. Unpaid shares may be subscribed by other shareholders. Hendrik Klein, Ringstrasse 21, CH-8317 Tagelswangen, Switzerland and the Da Vinci Green Ethno Fund, TMF Trustees Singapore Limited, 38 Beach Road, South Beach Tower, # 29-11, Singapore 189767 are entitled, in the case of a subscription, to complete their deposit obligation or partially by providing the contribution in kind described below. The contribution in kind is up to 100% of the shares of Unendo Water & Energy Inc., Moncton, New Brunswick, Canada. The number of shares to be granted depends on the value of the contribution in kind to be determined in accordance with Sections 183, 183a of the German Stock Corporation Act and on the number of non-shareholder shares that are available as consideration for the contribution in kind. Up to 13,499,950 shares in the Company may be granted for the contribution in kind, depending on how many shares the subscription right is not exercised by existing shareholders after the statutory subscription period has expired.
The Management Board is authorized, subject to the statutory subscription rights of the shareholders, to conclude a contract with Hendrik Klein, Ringstrasse 21, CH-8317 Tagelswangen, Switzerland and the Da Vinci Green Ethno Fund, TMF Trustees Singapore Limited pursuant to Section 188 (3) No. 2 AktG , 38 Beach Road, South Beach Tower, # 29-11, Singapore 189767 as those individuals from whom the contribution in kind is acquired. The Supervisory Board is authorized to amend the Articles of Association in accordance with the scope of the capital increase.
Reason: While preserving shareholders' statutory subscription rights, the capital increase will enable the company to pursue a more active business strategy.
The period for acceptance of the Rights Offering will be extended until 31 May 2018. There is no subscription rights trading. To date, more than 50,000 new no-par-value shares have been subscribed, with a total share capital of more than EUR 50,000.00.
The costs of the capital increase and its implementation are borne by the Company.
The Supervisory Board is authorized to amend the wording of § 5 of the Articles of Association (amount and classification of the share capital) in accordance with the implementation of the capital increase. During the subscription period from March 15 to May 31, 2018, existing shareholders may purchase new shares at a ratio of 1: 3 at a subscription price of 1.00 euros, ie. for an old share, 3 new shares can be obtained. The expected cash inflow from the capital increase should serve to strengthen the equity base. The following cryptocurrencies are also accepted as means of payment:
The subscription documents can be sent by email to email@example.com or by mail to the following address:
Fritz Nols AG
D-60313 Frankfurt am Main
Ph.: 069-348 75 480
Fax: 069-348 75 496
be requested. Further information can be found on: