”NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN.“
"This document does not contain or constitute an offer to sell or a solicitation of any offer to buy securities in the United States or in any other jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make an offer or solicitation. The securities of Meyer Burger Technology Ltd have not been and will not be registered under the United States securities laws and 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. Neither Meyer Burger Technology Ltd nor its shareholders intend to register any portion of the offering in the United States or conduct a public offering of securities in the United States."
Meyer Burger Technology Ltd – Successful subscription rights issue 99.62% of subscription rights exercised
Meyer Burger Technology Ltd (SIX Swiss Exchange: MBTN) published today that 99.62% of the subscription rights had been exercised by the end of the rights exercise period on 7 May 2013, 12:00 noon CEST. A total of 36,107,263 new registered shares had been offered. The existing shareholders were offered to subscribe for 3 new registered shares at an offer price of CHF 4.20 per registered share for each 4 registered shares held. The 136,129 registered shares for which the subscription rights have not been exercised are planned to be sold in the market. With completion of the capital increase, the Company will receive gross proceeds in the amount of CHF 151.7 million.
The first trading day of the new shares at SIX Swiss Exchange is 8 May 2013. Delivery of the new shares against payment of the offer price is expected to be on 13 May 2013. The share capital of Meyer Burger amounts to CHF 4,212,514.05 now, divided into 84,250,281 registered shares with a nominal value of CHF 0.05 each.
For further information:
Werner Buchholz
Head of Corporate Communications
Phone +41 (0) 33 221 25 06
werner.buchholz@meyerburger.com
About Meyer Burger Technology Ltd
www.meyerburger.com
Meyer Burger is a leading global technology Group specialising on innovative systems and processes based on semiconductor technologies. The Group’s focus is on photovoltaics (solar industry) while its competencies and technologies also cover important areas of the semiconductor and the optoelectronic industries as well as other selected high-end markets based on semiconductor materials. The Group currently employs over 2,000 people across three continents. Over the past ten years, Meyer Burger has risen to the forefront of the photovoltaic market and established itself as an international premium brand by offering superior precision products and innovative technologies.
The Group’s offering in systems, product equipment and services along the photovoltaic value chain includes the manufacturing processes for wafers, solar cells, solar modules and solar systems. Meyer Burger provides substantial added value to its customers and clearly differentiates itself from its competitors by focusing on the entire value chain.
The Group’s comprehensive product portfolio is complemented by a worldwide service network with spare parts, consumables, re-grooving services, process know-how, customer support, after-sales services, training and other services. Meyer Burger Group is represented in Europe, Asia and North America in the respective key markets and has subsidiaries and own service centres in China, Germany, India, Japan, Korea, the Netherlands, Switzerland, Singapore, Taiwan and the USA. The Group is also working intensively to develop new markets such as South America, Africa and the Arab region. The registered shares of Meyer Burger Technology Ltd are listed on SIX Swiss Exchange (Ticker: MBTN).
This document does neither constitute an offer to buy or to subscribe for securities of Meyer Burger Technology Ltd nor a prospectus within the meaning of applicable Swiss law (i.e. Art. 652a or Art. 1156 of the Swiss Code of Obligations or Art. 27 et seq. of the SIX Swiss Exchange Listing Rules). Investors should make their decision to buy shares of Meyer Burger Technology Ltd solely based on the official offering circular and listing prospectus (the "Offering Memorandum") which was published on 26 April 2013 by Meyer Burger Technology Ltd and is available free of charge from Credit Suisse AG, Zurich, Switzerland (Facsimile: +41 44 333 35 93, E-mail: equity.prospectus@credit-suisse.com) and UBS AG, Zurich, Switzerland (Facsimile: +41 44 239 69 14, E-mail: swiss-prospectus@ubs.com). Investors are furthermore advised to consult their bank or financial adviser before making any investment decision.
This publication may contain specific forward-looking statements, e.g. statements including terms like "believe", assume", "expect", "forecast", "project", "may", "could", "might", "will" or similar expressions. Such forward-looking statements are subject to known and unknown risks, uncertainties and other factors which may result in a substantial divergence between the actual results, financial situation, development or performance of the company and those explicitly or implicitly presumed in these statements. Against the background of these uncertainties, readers should not rely on forward-looking statements. Meyer Burger Technology Ltd assumes no responsibility to update forward-looking statements or to adapt them to future events or developments.
The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, in any jurisdiction in which such offer or solicitation would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction.
This announcement is not for distribution, directly or indirectly, in or into the United States (including its territories and dependencies, any state of the United States and the District of Columbia), Canada, Japan, Australia or any jurisdiction into which the same would be unlawful. This announcement does not constitute or form a part of any offer or solicitation to purchase, subscribe for or otherwise acquire securities in the United States, Canada, Japan, Australia or any jurisdiction in which such an offer or solicitation is unlawful. The Meyer Burger Technology Ltd shares have not been and will not be registered under the US Securities Act of 1933 (the "Securities Act") or under any securities laws of any state or other jurisdiction of the United States and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within the United States except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. Subject to certain exceptions, the Meyer Burger Technology Ltd shares are being offered and sold only outside the United States in accordance with Regulation S under the Securities Act. There will be no public offer of these securities in the United States.
The Meyer Burger Technology Ltd shares have not been approved or disapproved by the US Securities and Exchange Commission, any state's securities commission in the United States or any US regulatory authority, nor have any of the foregoing authorities passed upon or endorsed the merits of the offering of the Meyer Burger Technology Ltd shares or the accuracy or adequacy of this announcement. Any representation to the contrary is a criminal offence in the United States.
The information contained herein does not constitute an offer of securities to the public in the United Kingdom. No prospectus offering securities to the public will be published in the United Kingdom.
This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
Any offer of securities that may be deemed to be made pursuant to this communication in any EEA Member State that has implemented Directive 2003/71/EC, as amended, (together with any applicable implementing measures in any Member State, the "Prospectus Directive") is only addressed to qualified investors in that Member State representing legal entities which are authorized or regulated to operate in the financial markets, or, if not so authorized or regulated, whose corporate purpose is solely to invest in securities and legal entities qualifying as qualified investors within the meaning of the Prospectus Directive.
In Australia, this document is for distribution only to "sophisticated investors" or "professional investors" (within the meaning of section 708(8) and section 708(11), respectively, of the Corporations Act 2001 (Cth) (Corporations Act)). Any person or entity receiving this document represents and warrants that if it is in Australia it is either a professional or sophisticated investor and that it will not distribute this document to any other person. This document does not constitute an offer, or an invitation to purchase or subscribe for the securities offered by this document except to the extent that such an offer or invitation would be permitted under Chapter 6D of the Corporations Act without the need for a lodged disclosure document. This report does not take into account your particular investment objectives, financial situation or needs. Before making an investment in securities of Meyer Burger Technology Ltd, you should consider whether such an investment is appropriate to your particular investment objectives, financial circumstances and needs, and consult an investment adviser if necessary.
