Kahl am Main, September 29, 2021 – The SINGULUS TECHNOLOGIES AG (SINGULUS TECHNOLOGIES) invites its shareholders to an extraordinary shareholders’ meeting on October 29, 2021 at 10.00 am. Against the background of the spreading of the SARS-COV-2-virus and the resulting restrictions, SINGULUS TECHNOLOGIES will convene its shareholders’ meeting as a virtual event without physical presence for the shareholders. The respective invitation was sent to the German Federal Gazette for publication on September 30, 2021 and will also be available from October 04, 2021 on the website under http://www.singulus.de under “Investor Relations” following the link “Shareholders’ meeting” ( https://www.singulus.com/de/investor-relations/hauptversammlung/aohv2021.html ).
The company is proposing a capital decrease, which is summarized in the following steps: Firstly, the nominal capital of the cohttps://www.singulus.com/de/investor-relations/hauptversammlung/aohv2021.htmlmpany will be reduced by a ratio of 17:3 through the combination of shares. The reduction in the share capital shall be effected pursuant to the regulations regarding a simplified capital decrease pursuant to Art. 229 et seq. AktG and serves in full to compensate for impairments and to offset other losses. Then, the reduced share capital of the company will once again be increased by up to € 13,606,450.00 through a capital increase with subscription rights. The subscription period is at least two weeks and the Executive Board shall be authorized, with the consent of the Supervisory Board, to specify further details – in particular the subscription price, which has to be at least € 1.10. In case of not all of the new shares under this subscription offer being subscribed, the remaining new shares may be issued to a financial investor, who subject to certain conditions will subscribe all shares, which have not been subscribed by the shareholders with subscription rights.
Depending on how many shareholders exercise their subscription rights, the acquisition of the remaining shares by the financial investor may result in a change of control within the meaning of Art. 5 of the current terms and conditions of SINGULUS TECHNOLOGIES’ corporate bond. Therefore, SINGULUS TECHNOLOGIES has also convened a bondholders’ meeting and proposed for approval a temporary waiver by the bondholders with respect to the termination right in case of a change of control. Such a waiver will be a prerequisite for the implementation of a guaranteed rights issue.
The execution of the measures is subject to the approval by the bondholders’ meeting and the extraordinary general meeting, respectively. Accordingly, all information is provisional. The Executive Board of the SINGULUS TECHNOLOGIES Aktiengesellschaft expects to receive the required approvals by the bondholders’ meeting and the extraordinary general meeting.
SINGULUS TECHNOLOGIES AG, Hanauer Landstrasse 103,
D-63796 Kahl/Main, WKN A1681X / ISIN DE000A1681X5