Share Issue/Capital Change • Apr 22, 2009
Share Issue/Capital Change
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Ad-hoc | 22 April 2009 08:47
Travel24.com AG: Planed takeover of a majority and restructuring of the
Travel24.com AG / Liquidity Problem/Acquisition
Release of an Ad hoc announcement according to § 15 WpHG, transmitted by
DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
Travel24.com AG Munich announces that it has closed contracts with
RM 2902 Vermögensverwaltungs GmbH, located in Munich, which is in the
process of being renamed Unister Holding GmbH and whose registered address
is to be transferred to Leipzig ('Unister'), which stipulate the attainment
of Unister's majority shareholding in Travel24.com AG. Unister is to
acquire from bond holders convertible bonds with a nominal value of EUR
1.3m and convert from these 1,170,000 in 1,170,000 shares by 29th April
2009. In addition, Unister intends to carry out a capital increase in a
nominal amount of EUR 130,000 9 months after the acquisition. Moreover,
Unister is to receive call options on convertible bonds and / or on shares
which resulted from converted bonds which entitle to a further 532,715
shares in total in 3 tranches (177,570, 177,570 and 177,575) exercisable
until 31st of October 2010, 30th April 2011 and 31st Oct 2011 at the
latest. Furthermore, Unister is to acquire the domains 'travel24.de' and
'travel24.com' as well as the brand 'travel24' for a total consideration of
EUR 1.5m. Under the terms of a usage agreement the domains and the brand of
Travel24.com AG are let for a minimum of 30 months and a monthly usage fee
in an amount of EUR 10,000 is due as from 1st January 2012 at the earliest.
The contracts also provide that both internet domains and brand will then
be returned to Travel24.com AG without prejudice if Unister fails to
exercise one or more call options.
In addition to Unister being released from the obligation to submitting a
compulsory offer under §37 WpÜG by the Bundesanstalt für
Finanzdienstleistungsaufsicht (BaFin), the implementation of the
transaction also depends on Travel24.com AG's creditors contributing to the
restructuring by waiving ca. 60% of their claims.
Contact:
Travel24.com AG
Investor Relations
Romanstraße 35
80639 München
Tel.: +49 (0) 89 25 007 1000
Fax: +49 (0) 89 25 007 1021
mailto:[email protected]
www.travel24.com
Urlaub zum Greifen nah.
Language: English
Issuer: Travel24.com AG
Romanstraße 35
80639 München
Deutschland
Phone: +49 (0)89 25007-1000
Fax: +49 (0)89 25007-1021
E-mail: [email protected]
Internet: www.travel24.com
ISIN: DE000A0L1NQ8
WKN: A0L1NQ
Listed: Regulierter Markt in Frankfurt (Prime Standard)
End of News DGAP News-Service
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