12.04.2018
SHOP APOTHEKE EUROPE N.V. NL0012044747
DGAP-News: SHOP APOTHEKE EUROPE N.V. places EUR 75m convertible bonds to support external growth.
DGAP-News: SHOP APOTHEKE EUROPE N.V. / Key word(s): Corporate Action/Issue
of Debt
SHOP APOTHEKE EUROPE N.V. places EUR 75m convertible bonds to support
external growth.
12.04.2018 / 15:22
The issuer is solely responsible for the content of this announcement.
---------------------------------------------------------------------------
NOT FOR DIRECT OR INDIRECT PUBLICATION, DISTRIBUTION OR RELEASE IN OR INTO
THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA AND JAPAN OR ANY
JURISDICTION IN WHICH OFFERS OR SALES OF THE SECURITIES WOULD BE PROHIBITED
BY APPLICABLE LAW.
SHOP APOTHEKE EUROPE N.V. places EUR 75m convertible bonds to support
external growth.
* Issue Price: 100%.
* Coupon: 4.500%.
* Premium: 25.0%.
* Maturity: 5 years
* Use of net proceeds: primarily to finance acquisitions in Germany in the
OTC segment to further accelerate the growth of SHOP APOTHEKE EUROPE
N.V.
Venlo, April 12, 2018. - SHOP APOTHEKE EUROPE N.V. ("Shop Apotheke" or the
"Company"), a leading online pharmacy in Europe, today successfully placed
with institutional investors senior unsecured convertible bonds, with a
maturity of five years in a denomination of EUR 100,000 each (the "Bonds").
The issue volume amounts to EUR 75m. The managing board of the Company, with
the prior approval of the Company's supervisory board, resolved today to
approve the offering of the Bonds.
The Bonds are convertible into new shares in bearer form of the Company (the
"New Shares") or into existing shares of the same class as the New Shares
held by the Company as treasury shares. It has been resolved to issue the
Bonds and to grant rights to acquire shares in the share capital of the
Company equalling 19.9% of the current issued and outstanding share capital
of the Company. Shareholders' subscription rights to the Bonds and thereby
the rights to acquire the aforementioned shares have been excluded.
The net proceeds are primarily used to finance acquisitions in the OTC
segment, mainly with focus on the German market in order to further
accelerate the growth of the Company in the most developed market. In
addition, proceeds are also used for general corporate purposes.
Michael Köhler, CEO of SHOP APOTHEKE EUROPE N.V., says: "Shop Apotheke is
one of the most thrilling growth stories in Europe. Next to us, there is no
other leading pan-European brand in the pharmacy market, neither online, nor
offline. With the proceeds from the bond issue, we want to further expand
our leading market position in Europe and take the opportunity to establish
the Shop Apotheke brand as synonym for online pharmacy across Continental
Europe within the next years."
Dr. Ulrich Wandel, CFO of SHOP APOTHEKE EUROPE N.V., adds: "Nothing is more
constant than change. The acquisition of Farmaline in 2016 and with Europa
Apotheek in 2017 we are willing to play an active role in the ongoing market
consolidation. With the proceeds, we are in a position to implement further
acquisitions and at the same time to continue to dynamically drive our
strong organic growth in seven European countries."
The Bonds bear interest at a rate of 4.500% p.a. payable semi-annually in
arrear. The initial conversion price has been fixed at EUR 46.6864,
corresponding to a premium of 25.0% above the volume-weighted average share
price of the share in the share capital of the Company during the
bookbuilding process today.
The Bonds are expected to be admitted to trading on the Open Market
(Freiverkehr) of the Frankfurt Stock Exchange within two weeks after
settlement.
The convertible bonds were placed in an accelerated bookbuilding only with
institutional investors outside the United States in reliance on Regulation
S under the United States Securities Act of 1933, as amended, as well as
outside of Australia, Canada and Japan.
Joh. Berenberg, Gossler & Co. KG acted as Sole Global Coordinator and Sole
Bookrunner.
ABOUT SHOP APOTHEKE EUROPE.
SHOP APOTHEKE EUROPE is the leading and fastest growing online pharmacy in
Continental Europe. With the acquisition of Europa Apotheek Venlo in
November 2017, SHOP APOTHEKE EUROPE significantly extended its European
market leadership with an expanded product range for the whole family in the
areas of OTC, beauty and care products as well as prescription drugs
SHOP APOTHEKE EUROPE already operates online pharmacies in Germany, Austria,
France, Belgium, Italy, Spain and the Netherlands. In Germany, the
TÜV-certified shop-apotheke.com is the market leader in terms of traffic.
SHOP APOTHEKE EUROPE delivers a broad range of more than 100,000 original
products to about 2.7 million active customers quickly and at attractive
prices. In addition, SHOP APOTHEKE EUROPE provides comprehensive and
consistent pharmaceutical services.
SHOP APOTHEKE EUROPE N.V. has been listed on the regulated market of the
Frankfurt Stock Exchange (Prime Standard) since 13 October 2016.
MEDIA CONTACTS.
Trade and public media:
Sven Schirmer
Mobile: +49 152 28 50 63 61
Email: [email protected]
Financial media:
Thomas Schnorrenberg
Mobile: +49 151 46 53 13 17
Email: [email protected]
Investor Relations:
Dr. Ulrich Wandel
Telephone: +31 77 850 6117
Email: [email protected]
DISCLAIMER.
The information contained in this press release is for information purposes
only and does not purport to be full or complete. No reliance may be placed
for any purpose on the information contained in this press release or its
accuracy or completeness. This press release does not contain or constitute
or form part of, and should not be construed as, an offer or invitation to
sell, or the solicitation of an offer to buy or subscribe for, any
securities.
The distribution of this press release and the offer and sale of the
securities referred to herein may be restricted by law in certain
jurisdictions and persons reading this press release should inform
themselves about and observe any such restriction. Any failure to comply
with these restrictions may constitute a violation of the securities laws of
any such jurisdiction.
This press release is not for publication or distribution, directly or
indirectly, in or into the United States, Australia, Canada or Japan or in
any jurisdiction in which offers or sales of the securities referred to
herein would be prohibited by applicable laws. The securities referred to
herein have not been and will not be registered under the U.S. Securities
Act of 1933, as amended (the "Securities Act"), or the laws of any state
within the United States or under the applicable securities laws of
Australia, Canada or Japan, and may not be offered or sold in the United
States, unless registered under the Securities Act or offered and sold in a
transaction exempt from, or not subject to, the registration requirements of
the Securities Act. The securities referred to herein are being offered and
sold only outside the United States in "offshore transactions" as defined in
and in accordance with Regulation S under the Securities Act. Subject to
certain exceptions, the securities referred to herein may not be offered or
sold in Australia, Canada or Japan or to, or for the account or benefit of,
any national, resident or citizen of Australia, Canada or Japan. There will
be no public offer of the securities referred to herein in the United
States, Australia, Canada or Japan.
MiFID II professionals/ECPs-only/No PRIIPs KID - Manufacturer target market
(MiFID II product governance) is eligible counterparties and professional
clients only (all distribution channels). No PRIIPs key information document
(KID) has been prepared as no offer has been made to retail clients in the
European Economic Area (the "EEA").
In the United Kingdom, this press release is directed only at Qualified
Investors (i) who have professional experience in matters relating to
investments falling within Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order")
or (ii) who fall within Article 49(2)(a) to (d) of the Order, and (iii) to
whom it may otherwise lawfully be communicated (all such persons together
being referred to as "Relevant Persons"). This press release must not be
acted on or relied on (i) in the United Kingdom, by persons who are not
Relevant Persons, and (ii) in any member state of the EEA other than the
United Kingdom, by persons who are not Qualified Investors.
---------------------------------------------------------------------------
12.04.2018 Dissemination of a Corporate News, transmitted by DGAP - a
service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de
---------------------------------------------------------------------------
Language: English
Company: SHOP APOTHEKE EUROPE N.V.
Dirk Hartogweg 14
5928 LV Venlo
Netherlands
Phone: 0800 - 200 800 300
Fax: 0800 - 90 70 90 20
E-mail: [email protected]
Internet: www.shop-apotheke-europe.com
ISIN: NL0012044747
WKN: A2AR94
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Hamburg, Hanover,
Munich, Stuttgart, Tradegate Exchange
End of News DGAP News Service
---------------------------------------------------------------------------
674121 12.04.2018
|
Weitere Ad-hoc und Unternehmensrelevante Mitteilungen zu
SHOP APOTHEKE EUROPE N.V. ISIN: NL0012044747 können Sie bei EQS abrufen
E-Commerce , A2AR94 , RDC , XETR:SAE