Information on the sale of treasury shares
Wels, July 30, 2020
PIERER Mobility AG: Purchase of a 35% stake in the digital trading platform DealerCenter by using treasury shares
Publication pursuant to § 65 para 1a AktG and § 119 para 9 BörseG 2018 in conjunction with §§ 4ss VeröffentlichungsV 2018
The management board of PIERER Mobility AG (www.pierermobility.com) has decided to sell treasury shares on the basis of the buyback and resale authorization for treasury shares granted by the extraordinary general meeting on October 4, 2019.
By notarized purchase and assignment agreement, the company acquired all shares held by Pierer Industrie AG, FN 290677 t, with its registered office in Wels (hereinafter "PIAG"), in the German DealerCenter Digital GmbH, registered in the Commercial Register at the Munich District Court under HRB 239583, (hereinafter "DCD GmbH") corresponding to a 35 percent interest. With regard to the purchase price, it was agreed that PIAG would be compensated for its investments made in connection with the acquisition of the interest in DCD GmbH in the year 2018 (purchase price and shareholder contributions) in the total amount of EUR 1,358,750.00 without any additional premium. Furthermore, the shareholder loan granted by PIAG to DCD GmbH in the amount of EUR 150,000.00 plus interest is to be redeemed by the company. It is intended to pay the purchase price and the redemption of the shareholder loan in the total amount of EUR 1,509,693.75 by transferring treasury shares of the company to PIAG.
On July 15, 2020, the company published a report pursuant to § 65 para 1b in conjunction with § 171 para 1 AktG in the official gazette "Amtsblatt zur Wiener Zeitung" (reference announcement) and at https://www.pierermobility.com/en/investor-relations/share under the heading "Disposal of Shares" on the resale of treasury shares under exclusion of the repurchase right of shareholders on the basis of the repurchase and resale authorization of the general meeting of October 4, 2019. The supervisory board approved this transaction on July 30, 2020.
Sale of treasury shares:
1. Day of the authorization by the general meeting: October 4, 2019.
2. Day of publication of the authorization: October 4, 2019 via an electronically operated information dissemination system pursuant to § 119 para 7 BörseG 2018; on October 8, 2019 in the official gazette "Amtsblatt zur Wiener Zeitung".
3. Day of disposal (execution): presumably August 5, 2020.
4. Class of shares: no-par value bearer shares (ISIN AT0000KTMI02).
5. Intended volume to be sold: 30,703 treasury shares of PIERER Mobility AG (approximately 0.136% of the share capital).
6. Consideration to be realized per share: EUR 49.1708872097 per treasury share.
7. Type of the sale: outside a market place.
8. Purpose of the sale: use of 30,703 treasury shares to settle the purchase price and the redemption amount for the shareholder loan totalling EUR 1,509,693.75 for the acquisition of the 35% stake in DCD GmbH.
9. Effects on the stock exchange listing: none.
Notice pursuant to § 5 para 4 of the VeröffentlichungsV 2018
The details to be published pursuant to § 7 of the VeröffentlichungsV 2018 regarding the transactions carried out in connection with the sale of treasury shares as well as any changes to be published pursuant to § 6 of the VeröffentlichungsV 2018 will be published on the website of PIERER Mobility AG at https://www.pierermobility.com/en/investor-relations/share under the heading "Disposal of Shares".
THIS ANNOUNCEMENT DOES NEITHER CONSTITUTE AN OFFER TO SELL NOR AN INTIMATION TO SUBMIT A PROPOSAL FOR THE ACQUISITION OF SECURITIES OF PIERER MOBILITY AG. THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, INTO OR WITHIN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
For more information:
Mag. Michaela Friepeß
Tel.: +43 (0)7242 / 69402
Email: [email protected]
30.07.2020 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
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