Heidelberg (pta018/08.12.2020/18:00) - 4basebio AG (Frankfurt: 4BSB; ISIN: DE000A2YN801; Prime Standard) announces that the spin-off of the genomics & DNA business of 4basebio group (spin-off for assumption in accordance with § 123 para. 2 no. 1 of the German Transformation Act) from 4basebio AG to 4basebio SE, Düsseldorf (formerly trading under the name Atrium 180. Europäische VV SE) has been completed and become effective with the registration in the relevant commercial register of 4basebio AG on 8 December 2020.
For purposes of the spin-off 4basebio SE has increased its share capital from EUR 3,695,242 by EUR 8,622,231 to EUR 12,317,473 by issuing 8,622,231 registered shares. All shares issued by 4basebio SE are entitled to dividends from 1 January 2020. The new shares will be granted to the shareholders of 4basebio AG free of charge as consideration for the spin-off. In the spin-off and transfer agreement, an allotment ratio of 6:1 was established, i.e. for each six (6) shares in 4basebio AG, one (1) share in 4basebio SE is issued. With the spin-off becoming effective, around 70% of 4basebio SE shares are now held by the shareholders of 4basebio AG, while around 30% of 4basebio SE shares are held directly by 4basebio AG.
All shares of 4basebio SE are to be admitted to the Alternative Investment Market (AIM) on the London Stock Exchange in the near future. For this purpose, the registered office of 4basebio SE is transferred to Cambridge, United Kingdom. The formal application of the transfer of the registered office and the registration of 4basebio SE at the Companies House of England and Wales will now be filed without delay. Stock exchange trading for the 12,317,473 shares of 4basebio SE should start in December 2020 if possible, but at the latest in January 2021.
Until the registration of 4basebio SE in Companies House and the subsequent admission of the shares of 4basebio SE in the central securities depository CREST, the listing of the shares of 4basebio AG in the regulated market on the stock exchange in Frankfurt am Main and in the open market on all other German stock exchanges will still be "cum" spin-off, i.e. if 4basebio AG shares are traded, then the respective 4basebio AG shares comprise the right to the 4basebio SE shares or partial rights to 4basebio SE shares pertaining hereto as consideration for the spin-off. Thus, the 4basebio AG shares admitted to stock exchange trading still represent a participation in the business activities spun off to 4basebio SE until the banks have completed the technical settlement process for the spin-off.
The day of the technical separation of the 4basebio SE shares from the 4basebio AG shares at the stock market ("Ex day") will be announced with a separate allocation announcement in the Federal Gazette and a further corporate news release, as soon as the registration of the transfer of the registered office has taken place. The 4basebio AG shareholders do not need to take any own actions for purposes of the subsequent settlement and allocation process for the 4basebio SE shares. The allocation of the 4basebio SE shares is carried out for the entitled 4basebio AG shareholders based on the amount of 4basebio AG shares held on the so-called Record Day. The respective 4basebio SE shares will be credited to their deposit accounts. The Record day is the day after the Ex Day since - taking into account the period of two trading days for the processing of share transfers between share deposits - the deposit balance on the Record Day represents the shareholder position at the end of the day before the Ex Day.
For further information, please contact:
Dr. Heikki Lanckriet, Executive Management Board Member
Phone: +44 1223 873 364
Dr. Robert Mayer, Manager IR
Phone: +49 171 3876540
MC Services AG (Investor Relations and International Media Relations)
Phone: +49 89 210228 0
About 4basebio AG:
4basebio AG (previously Expedeon AG) sold its immunology and proteomics businesses to Abcam plc on 1 January 2020. Following the spin-off of its remaining genomics business into 4basebio SE on 8 December 2020, the Company will focus on the deployment of its cash resources into suitable investment opportunities within the biotech sector and in other areas, alongside its 30% stake in 4basebio SE. 4basebio AG is listed on the Prime Standard segment of the Frankfurt Stock Exchange (Ticker: 4BSB; ISIN: DE000A2YN801). More information: www.investors.4basebio.com
# # # This publication is intended for information only and constitutes neither an offer to sell nor an invitation to buy securities. Some statements included in this press release, relating neither to proven financial results nor other historical data, should be viewed as forward-looking, i.e. not definite. Such statements are mainly predictions of future results, trends, plans or goals. These statements should not be considered to be total guarantees since given their very nature they are subject to known and unknown risks and imponderability and can be affected by other factors as a consequence of which the actual results, plans and goals of 4basebio AG may deviate greatly from the established conclusions or implied predictions contained in such statements. 4basebio does not undertake to publicly update or revise these statements in the light of new information or future results or for any other reason. # # #(end)
Waldhofer Str. 102
|contact person:||Robert Mayer|
|phone:||+49 171 3876540|
|stock exchanges:||regulated market in Frankfurt; free market in Dusseldorf, free market in Hamburg, free market in Munich, free market in Stuttgart; open market in Berlin, Tradegate|