Corestate Capital Holding S.A. resolves on capital increase against cash contributions

- Issue of 4,186,382 new shares increases share capital by 19.5%

- Placement at market price of € 17.82 per share

- Issue by way of private placement

- Proceeds from issue of € 74,601,327 to be used primarily to reduce net financial debt in the short term

Luxembourg, 11 September 2020 - Today, the management board of Corestate Capital Holding S.A., with the approval of the supervisory board, resolved on a capital increase against cash contributions through partial utilization of authorised capital. The share capital will be increased by 4,186,382 new shares and thus by 19.5% to a total of € 1,924,952.15 under exclusion of shareholders' subscription rights by issuing new shares without nominal value. As part of a private placement, the new shares were placed at today's closing price of Corestate shares in Xetra trading on the Frankfurt Stock Exchange, i.e. at an amount of € 17.82 per share, by selected qualified investors.

The proceeds from the issue amounting to € 74,601,327 are to be used primarily to reduce net financial debt in the short term. The capital measure also increases the entrepreneurial flexibility needed for further significant organic growth and a consistent return to pre-crisis levels of corporate profitability.

The new shares will carry full dividend rights as from 1 January 2020. It is expected that the new shares will be admitted to trading without a prospectus on 17 September 2020 and will be included in the existing listing in the sub-segment of the regulated market with additional post-admission obligations (Prime Standard) of the Frankfurt Stock Exchange on 18 September 2020. Following the private placement, Corestate Capital Holding S.A. will be subject to a 90-day lock-up period in line with market practice. The placement of the new shares was accompanied by Berenberg as Sole Global Coordinator.

Notifying person:
Dr Kai Gregor Klinger
Chief Markets Officer
T: +49 69 3535630107 / M: +49 152 22755400
[email protected]

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Disclaimer:

These materials may not be published, distributed or transmitted in the United States of America ("United States"), Canada, Australia, Japan or South Africa. These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities (the "Shares") of Corestate Capital Holding S.A. (the "Company") in the United States or any other jurisdiction. The Shares of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The Shares of the Company have not been, and will not be, registered under the Securities Act. There will be no public offering of the Shares in the United States.
In member states of the European Economic Area (the "EEA") and in the United Kingdom the offering of the Shares is directed exclusively at persons who are "Qualified Investors" within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (Prospectus Regulation) as amended from time to time and in the case of the United Kingdom, that regulation as retained in the law of the United Kingdom. In addition, in the United Kingdom, this announcement is only being distributed to and is only directed at Qualified Investors who (i) are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) or (iii) other persons to whom it can otherwise lawfully be communicated (all such persons in (i), (ii) and (iii) together being referred to as "Relevant Persons"). This announcement must not be acted upon by and no investment activity will be engaged in with (i) in the United Kingdom, persons who are not Relevant Persons, and (ii) in any EEA member state, and in the United Kingdom, persons who are not Qualified Investors.

Information to Distributors

Pursuant to EU product governance requirements, the Shares have been subject to a product approval process, under which each distributor has determined that such shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II (Directive 2014/65/EU); and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II. Any dis-tributor subsequently offering the Shares is responsible for undertaking its own target market as-sessment in respect of the shares and determining appropriate distribution channels.