11.07.2018
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DGAP-News: STADA Arzneimittel AG: Announcement of the results of the Tender Offer regarding the STADA-Bond 2015/2022:
DGAP-News: STADA Arzneimittel AG / Key word(s): Bond
STADA Arzneimittel AG: Announcement of the results of the Tender Offer
regarding the STADA-Bond 2015/2022:
11.07.2018 / 17:15
The issuer is solely responsible for the content of this announcement.
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Investor News
NOT FOR DISTRIBUTION TO ANY U.S. PERSON OR IN OR INTO OR TO ANY PERSON
LOCATED IN THE UNITED STATES.
Bad Vilbel, 11 July, 2018 - STADA Arzneimittel Aktiengesellschaft (the
"Offeror")
with its registered office at Stadastraße 2-18, 61118 Bad Vilbel, Federal
Republic of Germany, hereby announces the results of its offer to purchase
for cash (the "Tender Offer") any and all of its outstanding EUR 300,000,000
1.750% Notes due 2022, ISIN XS1213831362, Common Code 121383136, WKN A14KJP
(the "Notes") from holders of the Notes ("Noteholders"). The Tender Offer
was made pursuant to the terms and conditions set out in the tender offer
memorandum dated as of 29 June 2018 (the "Tender Offer Memorandum").
Holders validly tendered Notes in an aggregate principal amount of EUR
15,656,000 for repurchase during the tender period, which began on 29 June
2018 and expired at 3 p.m., German time, on 10 July 2018.
The Offeror hereby announces that it will accept all such Notes validly
tendered for repurchase under the terms and conditions set out in the Tender
Offer Memorandum.
The Payment Date (as defined in the Tender Offer Memorandum) is expected to
be 16 July 2018.
Afterwards, the Notes will still be outstanding in the aggregate amount of
EUR 274,070,000.
Requests for information in relation to the Tender Offer can be directed to
the Tender Agent:
THE TENDER AGENT
Deutsche Bank Aktiengesellschaft
Taunusanlage 12
60325 Frankfurt am Main
Federal Republic of Germany
Attention: Trust and Agency Services
Telephone (UK): +44 20 7547 5000 [IMAGE]
Telephone (Germany): +49 69 910 35270 [IMAGE]
Email: [email protected]
THE OFFEROR
STADA Arzneimittel Aktiengesellschaft
Stadastraße 2 - 18
61118 Bad Vilbel
Federal Republic of Germany
DISCLAIMER
NOT FOR DISTRIBUTION TO ANY U.S. PERSON OR IN OR INTO OR TO ANY PERSON
LOCATED IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING
PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND
THE NORTHERN MARIANA ISLANDS) OR ANY STATE OF THE UNITED STATES OR THE
DISTRICT OF COLUMBIA.
The Tender Offer has not been made and will not be made, directly or
indirectly, in or into, or by use of the mails of, or by any means or
instrumentality of interstate or foreign commerce of, or of any facilities
of a national securities exchange of, the United States. This includes, but
is not limited to, facsimile transmission, electronic mail, telephone and
the internet. The Notes may not be tendered in the Tender Offer by any such
use, means, instrumentality or facility from or within the United States or
by persons located or resident in the United States. Accordingly, copies of
this announcement, the Tender Offer Memorandum and any other documents or
materials relating to the Tender Offer are not being, and must not be,
directly or indirectly, mailed or otherwise transmitted, distributed or
forwarded (including, without limitation, by custodians, nominees or
trustees) in or into the United States or to any persons located or resident
in the United States. Any purported tender of Notes in the Tender Offer
resulting directly or indirectly from a violation of these restrictions will
be invalid and any purported tender of Notes made by a person located or
resident in the United States, or any agent, fiduciary or other Intermediary
acting on a non-discretionary basis for a principal giving instructions from
within the United States will be invalid and will not be accepted.
The distribution of the Tender Offer Memorandum in certain jurisdictions may
be restricted by law. Persons into whose possession the Tender Offer
Memorandum comes are required by the Offeror and the Tender Agent to inform
themselves about, and to observe, any such restrictions.
This announcement is neither an offer to purchase nor the solicitation of an
offer to sell any of the securities described herein, nor shall there be any
offer or sale of such securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful. The Tender Offer was made solely
pursuant to the Tender Offer Memorandum dated 29 June 2018.
This announcement must be read in conjunction with the Tender Offer
Memorandum. This announcement and the Tender Offer Memorandum contain
important information which should be read carefully before any decision is
made with respect to the Tender Offer. If any Holder is in any doubt as to
the action it should take, it is recommended that such Holder seek its own
financial and legal advice, including as to any tax consequences,
immediately from its stockbroker, bank manager, solicitor, accountant or
other independent financial or legal adviser. Any individual or company
whose Notes are held on its behalf by a broker, dealer, bank, custodian,
trust company or other nominee or intermediary must contact such entity if
it wishes to tender Notes in the Tender Offer. None of the Offeror or the
Tender Agent makes any recommendation as to whether Noteholders should
participate in the Tender Offer.
Neither the information contained in this announcement nor any other
documents or materials relating to the Tender Offer have been approved by,
or will be submitted for approval to, the Luxembourg Financial Services
Authority (Commission de Surveillance du Secteur Financier) for purposes of
a public offering or sale in the Grand Duchy of Luxembourg ("Luxembourg").
Accordingly, the Tender Offer may not be made to the public in Luxembourg,
directly or indirectly, and neither the Tender Offer Memorandum, nor any
other offering circular, prospectus, form of application, advertisement or
other material relating to the Tender Offer may be distributed, or otherwise
made available in, from, or published in, Luxembourg except in circumstances
which do not constitute an offer of securities to the public, subject to
prospectus requirements, in accordance with the Luxembourg Act of July 10,
2005 on prospectuses for securities, as amended, and implementing the
Prospectus Directive, as amended.
The Offer is not subject to the German Securities Acquisition and Takeover
Act (Wertpapiererwerbs- und Übernahmegesetzes (WpÜG)). The offer document
has not been submitted to the German Federal Financial Supervisory Authority
(Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin)) for inspection,
review and/or approval. The Offer will also not be subject to notification,
registration, approval or permission procedures outside of Germany nor have
any such procedures been applied or induced for or been granted. The
publication, dispatch, distribution or dissemination of the offer document
and other documents related to the Offer outside the Federal Republic of
Germany may be subject to legal restrictions. The offer document and other
documents related to the Offer may not be dispatched to or disseminated,
distributed or published by third parties in countries in which this would
be illegal. Depositary Banks may not publish, dispatch, distribute, or
disseminate the offer document outside the Federal Republic of Germany
unless in compliance with all applicable domestic and foreign statutory
provisions. The Offer will be made solely pursuant to the terms and
conditions of the Offer as laid out in the offer document.
The information contained in this announcement have not been approved by an
authorised person for the purposes of section 21 of the Financial Services
and Markets Act 2000. Accordingly, such documents and/or materials are not
being distributed to, and must not be passed on to, the general public in
the United Kingdom. The communication of such documents and/or materials as
a financial promotion is only being made to those persons in the United
Kingdom: (i) falling within the definition of investment professionals (as
defined in Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended (the "Financial Promotion
Order")),
(ii) falling within Article 43(2) of the Financial Promotion Order,
including existing members and creditors of the Company; or (iii) to whom it
may otherwise lawfully be communicated (all such persons together being
referred to as "Relevant Persons"). Any person in the United Kingdom who is
not a Relevant Person should not act or rely on this document or materials
or any of their content.
This announcement contains forward-looking statements and information that
are necessarily subject to risks, uncertainties, and assumptions. No
assurance can be given that the transactions described herein will be
consummated or as to the terms of any such transactions. The Offeror assumes
no obligation to update or correct the information contained in this
announcement.
Contact:
STADA Arzneimittel AG / Corporate Treasury / Frank Seiler / Stadastrasse
2-18 / 61118 Bad Vilbel - Germany / Tel.: +49 (0) 6101 603-4476 [IMAGE] /
Fax: +49 (0) 6101 603-3721 [IMAGE] / E-mail: [email protected]
Or visit us on the Internet at www.stada.com
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11.07.2018 Dissemination of a Corporate News, transmitted by DGAP - a
service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de
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Language: English
Company: STADA Arzneimittel AG
Stadastraße 2-18
61118 Bad Vilbel
Germany
Phone: +49 (0)6101 603- 113
Fax: +49 (0)6101 603- 506
E-mail: [email protected]
Internet: www.stada.de
ISIN: DE0007251803
WKN: 725180
Listed: Regulated Market in Dusseldorf, Frankfurt (Prime
Standard); Regulated Unofficial Market in Berlin, Hamburg,
Hanover, Munich, Stuttgart, Tradegate Exchange
End of News DGAP News Service
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703735 11.07.2018
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