Baar (pta002/06.12.2021/01:00) - NOT FOR PUBLICATION OR DISTRIBUTION IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN, OR THE EUROPEAN ECONOMIC AREA, OR IN ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION OR DISTRIBUTION WOULD NOT BE IN COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS
06 December 2021
Heracles PTC Limited (acting in its capacity as trustee of Achilles trust), St Helier, Jersey ("Heracles"), and Rothesay Limited, Nassau, Bahamas ("Rothesay"), have, by letter dated
3 December 2021, made a payment demand against New Value AG under a guarantee ("Guarantee") provided for in an exchange agreement dated 14 June 2021 ("Exchange Agreement") between Heracles, Rothesay, Talenthouse GmbH, Vienna, Austria ("Material Shareholder") and New Value AG. The Exchange Agreement governs the acquisition of approximately 48.5% of the shares in TLNT HOLDINGS SA, Luxembourg, Luxembourg.
Heracles and Rothesay demanded under the Guarantee from New Value AG the immediate payment of USD 7,000,000.00, because the Material Shareholder has allegedly failed to fulfil its obligation to pay the respective amount (USD 7,000,000.00) under the Exchange Agreement. In addition, Heracles and Rothesay demanded under the Guarantee the payment of USD 8,500,000.00, if the Material Shareholder will not fulfil its obligation to pay the respective amount (USD 8,500,000.00) under the Exchange Agreement once such amount has become due and payable.
The Material Shareholder has informed New Value AG that they are in discussion with Rothesay and Heracles to address the situation.
New Value AG is currently evaluating its legal position but, for the time being, disputes any claim by Rothesay and Heracles under the Guarantee.
About New Value AG
New Value, listed on the SIX Swiss Exchange, invests directly in private companies with above-average market and growth potential. The focus is on companies in the field of digital business models. New Value engages in active value management with the aim of further developing its holdings and thus increasing their value.
Stock exchange listing SIX Swiss Exchange (www.six-group.com)
Ticker symbol NEWN (CH)
Security number 1 081 986
Contact New Value AG, Zugerstrasse 8a, CH-6340 Baar, Switzerland
Investor Relations: Scott Lanphere
Media Relations: Brigitte Kaps
Phone +41 43 344 38 38 or Mob +41 79 289 2042
This media release serves informational purposes and constitutes neither an offer to sell nor a solicitation or an advertisement to buy any shares of New Value AG in any jurisdiction. This media release does not constitute a prospectus within the meaning of Article 35 et seqq. of the Swiss Federal Act on Financial Services. Such prospectus is expected to be published exclusively for the purposes of the listing of shares of New Value AG on SIX Swiss Exchange and will be available electronically and free of charge after publication. Such prospectus will not be published for the purposes of a share offering.
This media release and the information contained therein are not being issued in the United States of America, Australia, Canada, Japan, or the European Economic Area and must not be distributed within or to such countries or via publications with a general circulation in such countries.
In the United Kingdom, this media release is only directed (i) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), or (ii) 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.
This media release contains forward-looking statements such as projections, forecasts, and estimates. Such forward-looking statements are subject to certain risks and uncertainties which may cause actual results, performance, or events to differ materially from those anticipated in this media release. The forward-looking statements contained in this media release are based on the views and assumptions of New Value AG as of this date and New Value AG does not assume any obligation to update or revise this media release.