Heuking advises SMT Scharf AG on prospectus-free subscription rights capital increase with securities information sheet
A team led by stock corporation law and capital markets law specialist Dr. Mirko Sickinger, Partner at Heuking Kühn Lüer Wojtek’s Cologne office, advised SMT Scharf AG on a capital increase from authorized capital against cash contributions with a subscription offer and securities information sheet. New shares that are not subscribed by shareholders will be placed with institutional investors by way of a private placement.
The capital increase has an issue volume of up to EUR 8 million, with up to 901,456 new shares being issued. The public offering is exempt from prospectus requirements pursuant to Section 3(2) Securities Prospectus Act on the basis of a securities information sheet whose publication was approved by the Federal Financial Supervisory Authority (BaFin) on May 26, 2021. The subscription price is EUR 8.86 per share. The subscription period will commence on June 2, 2021 and end on June 16, 2021. The new shares will carry dividend rights as of January 1, 2021 and are expected to be included in trading on Munich Stock Exchange’s OTC segment m:access on or shortly after June 28, 2021.
As part of SMT Scharf AG’s cooperation with Famous Industrial Group GmbH, Düsseldorf, to form a Chinese joint venture, Famous has expressed its interest in acquiring a stake of about 3 percent of SMT Scharf AG’s share capital. Famous intends to sign a preliminary subscription agreement in which it commits to subscribe for unsubscribed new shares of up to EUR 1.3 million in the private placement.
SMT Scharf Group develops, builds, and maintains transport equipment for underground mining and tunnel construction sites. Its main product is rail-bound transport systems, which are primarily used in hard coal mines and for mining gold, platinum, and other ores underground around the world.
Counsel to SMT Scharf AG
Heuking Kühn Lüer Wojtek:
Dr. Mirko Sickinger, LL.M. (Lead, Stock Corporations and Capital Markets),
Dr. Martin Konstantin Thelen, LL.M., all Cologne