Hamburg, 20 November 2019 - Varengold Bank AG (Symbol: VG8) plans to implement a capital increase against cash contribution under exclusion of the subscription right of the existing shareholders by means of the available Authorised Capital. The increase is not intended to exceed a proportionate amount of the current share capital of 10%. The shares shall be placed at a price of EUR 3.85 per share.

The planned strengthening of the capital base is intended to provide a solid foundation for the bank's extending business activities and for accelerating its growth. The Management Board will provide timely information on further details of the planned capital increase.

Dr. Bernhard Fuhrmann
Management Board

Frank Otten
Management Board Management Board
 

Important notes

This announcement must not be distributed or published in the United States of America (including its territories), Canada, Japan or Australia or other countries in which such a publication could be unlawful. The distribution of this publication can in some countries be subject to legal restrictions, and anybody in possession of this document or the information referred to herein should inform themselves about these restrictions and comply with these. Non-compliance with such restrictions can represent a violation of capital market laws in such countries.

This announcement is neither an offer nor an invitation to subscribe or purchase securities of Varengold Bank AG. For persons in the United States of America ("United States"), Australia, Canada or Japan and all countries where such offers or invitations are legally prohibited, this communication contains no offer, nor represents an offer for securities or an invitation to purchase or subscribe for securities. The securities referred to in this communication are not and will not be registered according to the United States Securities Act of 1933, as amended ("Securities Act"), and may neither be offered nor sold in the United States without registration or corresponding exemption from the registration requirement under the United States Securities Act. Subject to certain exceptions, the securities referred to in this communication may be neither offered nor sold in Australia, Canada or Japan, nor to citizens or residents, nor for the account or benefit of citizens or residents of Australia, Canada or Japan. The offer and sale of the securities referred to in this communication is not and will not be registered according to the United States
Securities Act or according to the applicable securities laws in Australia, Canada or Japan. There shall be no public offering of the securities in the United States.

This communication does not constitute any recommendation regarding the placement of the securities described in this announcement. Investors should consult a professional advisor with regard to the appropriateness of the offering for the persons concerned.

In the United Kingdom this publication is directed only at (i) professional investors who fall under Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended or (ii) persons who fall under article 49(2) (a) to (d) of the Order (high net worth companies, partnerships, etc.) (such persons collectively referred to as "Relevant Persons"). Persons other than Relevant Persons may not refer to or rely on this publication. Every investment or investment opportunity which is mentioned in this publication is available only to Relevant Persons and shall be entered into only with Relevant Persons.

In Member States of the European Economic Area who have implemented the Prospectus Directive ("Relevant Member States"), this publication and any subsequent offering is directed exclusively at "qualified investors" within the meaning of the Prospectus Directive. For these purposes "Prospectus Directive" means Directive 2003/71/EC (including all amendments, in particular Directive 2010/73/EU) and includes all relevant implementation measures in the relevant member states.

No measures have been taken that would allow an offering of securities in countries in which the purchase of these or the distribution of this publication is not permitted. Anyone who is in possession of this publication must inform himself about any possible restrictions and comply with these.

This communication does not constitute a prospectus as defined by EU Directive 2003/71/EC of the European Parliament and of the Council of 4 November 2003, as amended (the "Prospectus Directive").

Forward-looking statements

This communication contains forward-looking statements that are subject to certain risks and uncertainties. Future results may differ materially from those currently expected, namely due to various risk factors and uncertainties such as changes in the business, economic and competitive situation, fluctuations in exchange rates, uncertainties regarding legal disputes or investigations, and the availability of financial resources. The reader should therefore not over-rely on these statements, particularly in connection with contracts or investment decisions. Varengold Bank AG assumes no responsibility for updating the forward-looking statements contained in this communication.