SCHMOLZ + BICKENBACH files appeal with FINMA concerning a starkly wrong decision by the Swiss Takeover Board Montag, 25. November 2019 - 07:00
SCHMOLZ + BICKENBACH files appeal with FINMA concerning a starkly wrong decision by the Swiss Takeover Board
This press release or the information contained therein is not being issued and may not be distributed in the United States of America, Canada, Australia or Japan and does not constitute an offer of securities for sale in such countries.
Lucerne, November 25, 2019 – SCHMOLZ + BICKENBACH, a global leader in special long steel, has received notice from the Swiss Takeover Board that the requests of Martin Haefner/BigPoint Holding AG and Liwet Holding AG, respectively, regarding an exemption from the obligation to make an offer in connection with the planned capital increase regarding SCHMOLZ + BICKENBACH, have been rejected. SCHMOLZ + BICKENBACH contests the decision and filed an appeal against it today with the Swiss Financial Market Supervisory Authority FINMA. Based on the facts, SCHMOLZ + BICKENBACH is convinced that the requests of Martin Haefner/BigPoint Holding AG and Liwet Holding AG must be approved in order to ensure the continued existence of the company.
SCHMOLZ + BICKENBACH was informed on Friday evening of the decision of the Swiss Takeover Board not to grant any exceptions to the obligation to make an offer in connection with the planned capital increase. Without such exceptions, the major shareholders will not participate in the capital increase or will not do so to a sufficient extent. Without the planned capital increase of at least CHF 325 million, the insolvency risk for SCHMOLZ + BICKENBACH will increase considerably. SCHMOLZ + BICKENBACH regards the decision of the Swiss Takeover Board as a blatantly wrong decision because all shareholders, including the thousands of small shareholders, would lose all their investments and more than 10,000 jobs would be lost worldwide, 800 of them in Switzerland. In addition, the decision removes the basis for the only concrete offer by Martin Haefner/Big Point Holding AG. SCHMOLZ + BICKENBACH therefore filed a complaint with FINMA today, Monday, calling on both the shareholders, Martin Haefner/BigPoint Holding AG and Liwet Holding AG, as well as the Swiss Takeover Board to support the complaint in order to promptly correct the false decision of the Swiss Takeover Board. SCHMOLZ + BICKENBACH expects FINMA to approve the complaint and grant the exceptions quickly. The company trusts that the Swiss authorities will quickly and pragmatically support an important employer in the region and worldwide in this difficult situation.
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For further information:
Dr Ulrich Steiner
Vice President Corporate Communications, Investor Relations & CSR
Telephone +41 (0)41 581 4120
u.steiner@schmolz-bickenbach.com
About SCHMOLZ + BICKENBACH
The SCHMOLZ + BICKENBACH Group is today one of the world's leading providers of individual solutions in the special long steel products sector. The Group is one of the leading manufacturers of tool steel and non-corrosive long steel on the global market and one of the two largest companies in Europe for alloyed and high-alloyed quality and engineering steels. With more than 10,000 employees and its own production and distribution companies in 30 countries on 5 continents, the company guarantees global support and supply for its customers and offers them a complete portfolio of production and sales & services around the world. Customers benefit from the company's technological expertise, consistently high product quality around the world as well as detailed knowledge of local markets.
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This communication does not constitute an "offer of securities to the public" within the meaning of Regulation 2017/1129 of the European Union (the "Prospectus Regulation") of the securities referred to in it (the "Securities") in any member state of the European Economic Area (the "EEA"). Any offers of the Securities to persons in the EEA will be made pursuant to an exemption under the Prospectus Regulation from the requirement to produce a prospectus for offers of the Securities.
The securities referred to herein have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States or to US persons (as such term is defined in Regulation S under the Securities Act) unless the securities are registered under the Securities Act, or an exemption from the registration requirements of the Securities Act is available. The issuer of the securities has not registered, and does not intend to register, any portion of the offering in the United States, and does not intend to conduct a public offering of securities in the United States.
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