Heliad Equity Partners GmbH & Co. KGaA / Mergers & Acquisitions
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++ 1:1 exchange offer by Heliad Equity Partners to TIG Themis Industries
Group accepted with a clear majority
++ Heliad acquires 72.27% of TIG in first stage
++ Christoph D. Kauter appointed as Managing Director and Deputy CEO
In an ad-hoc announcement dated 1 December 2009, Heliad Equity Partners
GmbH & Co. KGaA (ISIN: DE000A0L1NN5/ WKN: A0L1NN, 'Heliad') announced its
intention of merging with TIG Themis Industries Group GmbH & Co. KGaA
(ISIN: DE000A0XYL04/ WKN: A0XYL0, 'TIG') and that it would resolve in a
first stage to issue up to 4,000,000 new shares to be offered to TIG's
institutional investors for exchange at a ratio of 1:1 in the context of a
By the expiry of the subscription period today, a total of 3,852,699 shares
had been placed by way of exchange with TIG shares. In this first stage,
Heliad has thus acquired 72.27% of TIG's share capital. The capital
increase has been submitted today for entry in the Commercial Register.
In a second stage, a voluntary public offer will be distributed to all
other TIG shareholders, offering to take over their shares in TIG in return
for shares in Heliad. As the exchange ratio here will also be 1:1, all
TIG's shareholders will be treated equally. To this end, Heliad's share
capital is to be increased once again to a total of up to 12,332,031
shares. This second stage is expected to take place at the end of January
2010 with a two-week acceptance period. A resolution for the merger of TIG
into Heliad is then planned for the Annual General Meetings of both
companies in 2010.
In connection with the takeover of a majority stake in TIG, Christoph D.
Kauter, previously Managing Director and CEO of TIG Themis Industries
Group, will be appointed as a further Managing Director and Deputy CEO of
The completion of the transaction will give rise to one of Germany's
largest publicly listed investment companies, with combined total assets of
around EUR 150 million, share-holders' equity of EUR 100 million and liquid
funds of around EUR 50 million at the Group. The new Heliad will remain
true to its successful investment strategy, focusing on medium-sized
companies in German-speaking European countries.
++ About Heliad
Heliad is a publicly listed investment company which invests in high-growth
companies in German-speaking countries. Heliad relies in this respect on
established, owner-managed business models with sales of between EUR 10
million and EUR 100 million and a focus on service providers ('asset-light'
focus). Further information about the company can be found at
Heliad Equity Partners GmbH & Co. KGaA
Chief Financial Officer
Phone: +49 69 71 91 59 65 39
18.12.2009 Ad hoc announcement, Financial News and Media Release distributed by DGAP.
Media archive at www.dgap-medientreff.de and www.dgap.de
Company: Heliad Equity Partners GmbH & Co. KGaA
60322 Frankfurt am Main
Phone: +49 69 71 91 59 65 0
Fax: +49 69 71 91 59 65 11
Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin, München, Stuttgart
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