Conzzeta shareholders decide in favor of share split and approve spin-off of the real estate business
(Thomson Reuters ONE) -
Conzzeta AG /
Conzzeta shareholders decide in favor of share split and approve spin-off of the
real estate business
. Processed and transmitted by NASDAQ OMX Corporate Solutions.
The issuer is solely responsible for the content of this announcement.
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.
Zurich, June 22, 2015. - At today's Extraordinary General Meeting of Conzzeta
AG, the shareholders voted in favor of all the proposals of the Board of
Directors. The motions approved included the spin-off of the Real Estate
business unit, which passed to the newly formed PLAZZA AG. The shareholders
elected Markus Kellenberger as Chairman and Lauric Barbier, Martin Byland, Jacob
Schmidheiny and Dominik Weber as members of the Board of Directors of PLAZZA AG.
PLAZZA AG's 'category A' registered shares will be listed on the SIX Swiss
Exchange as of June 26.
The Real Estate business unit consolidates in particular all the nonoperating
properties owned by Conzzeta. Conzzeta will now hive off this business unit and
contribute it to the newly formed, stock market listed PLAZZA AG. This move
takes account of the difference in character between the Group's industrial
activities and the Real Estate business unit.
Share split and spin-off plan approved
At the Extraordinary General Meeting, the shareholders approved, with a large
majority, all the proposals put forward by the Board of Directors. They
supported the splitting of Conzzeta's shares at a ratio of 1:4 in a first step:
every shareholder will receive four new Conzzeta shares for each share
previously held.
The shareholders also approved the spin-off plan and a capital reduction. Shares
in the newly demerged company, PLAZZA AG, will be allocated to Conzzeta
shareholders in proportion to their present holding: one new PLAZZA share, free
of charge, for each new Conzzeta share. PLAZZA's share capital is CHF 1.035
million. The Extraordinary General Meeting of Shareholders voted to reduce the
share capital of Conzzeta AG by the same amount.
PLAZZA AG Board of Directors elected
In the second part of the Extraordinary General Meeting, the Conzzeta
shareholders founded PLAZZA AG and passed further resolutions relating to its
foundation, in particular approval of the Articles of Association and election
of the corporate bodies.
Markus Kellenberger, a specialist in project management and project development
in the real estate sector, was elected as Chairman of PLAZZA's Board of
Directors. Further members of the Board of Directors are Jacob Schmidheiny,
Martin Byland, Dominik Weber (property market specialist) and Lauric Barbier
(financial specialist). All members of the Board have many years of management
experience.
The management team at PLAZZA comprises CEO Ralph Siegle and CFO Peter Oesch.
Listing of Plazza on June 26, 2015
After the spin-off, PLAZZA's registered share A will be listed and traded on the
SIX Swiss Exchange. The first trading day under the PLAN stock exchange symbol
will be June 26, 2015. As of this date, PLAZZA AG's registered share B will be
traded on Zurich Cantonal Bank's off-exchange trading platform.
Part of the shareholder group that holds a controlling interest in Conzzeta AG
has concluded a shareholder agreement in relation to PLAZZA AG. This group has
also committed itself to a lock-up agreement for a period of 12 months. 58.02%
of the votes in PLAZZA AG are subject to the agreement.
A stand-out feature of the PLAZZA portfolio is its geographic and segment-
specific focus. In terms of value it mainly comprises residential property in
the Greater Zurich Area as well as commercial properties. Around 90% of the
rental income is currently generated in the Zurich region. In addition, there
are development properties and projects in the Zurich and Lausanne areas. It is
planned to develop these in stages.
For further information please contact:
Christian Thalheimer, Head of Corporate Services
Phone +41 44 468 24 84
media(at)conzzeta.ch
Conzzeta AG is an internationally active Swiss industrial holding company with
more than 3,300 employees worldwide. Its activities are in the areas of
machinery, sporting goods, foam materials, graphic coatings, systems engineering
and real estate. Conzzeta's 'category A' registered shares are listed on the SIX
Swiss Exchange (SIX:CON).
Disclaimer
This publication constitutes neither an offer to sell nor a solicitation to buy
securities of Plazza and it does not constitute a prospectus within the meaning
of article 652a and/or 1156 of the Swiss Code of Obligations or a listing
prospectus within the meaning of the listing rules of the SIX Swiss Exchange.
The listing is being made solely by means of, and on the basis of, the published
securities prospectus (including any amendments thereto, if any).
An investment decision regarding the securities of Plazza should only be made on
the basis of the securities prospectus. The prospectus is available free of
charge at http://www.plazza.ch or from Zurich Cantonal Bank
(phone: +41 44 293 67 58; e-mail: prospectus(at)zkb.ch).
This communication is directed only at persons (i) who are outside the United
Kingdom or (ii) who have professional experience in matters relating to
investments and who fall within article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or
(iii) who fall within article 49(2)(a) to (d) ("high net worth companies,
unincorporated associations etc.") of the Order (all such persons together being
referred to as "Relevant Persons"). Any investment or investment activity to
which this communication relates is available only to Relevant Persons and will
be engaged in only with Relevant Persons. Any person who is not a Relevant
Person must not act or rely on this communication or any of its contents.
This communication is not for distribution in the United States, Canada,
Australia or Japan. This communication does not constitute an offer to sell, or
the solicitation of an offer to buy, securities in any jurisdiction in which is
unlawful to do so. In particular, this communication is not an offer of
securities for sale in the United States. Securities may not be offered or sold
in the United States absent registration under the Securities Act of 1933 or an
exemption from registration. The securities referred to in this communication
have not been and will not be registered under the Securities Act and will not
be publicly offered or sold in the United States.
This communication does not constitute an "offer of securities to the public"
within the meaning of Directive 2003/71/EC of the European Union (the
"Prospectus Directive") 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 Directive, as implemented in member states of the EEA, from the
requirement to produce a prospectus for offers of the Securities.
The Media Release can be downloaded from the following link:
Media release (PDF):
http://hugin.info/100413/R/1929840/693442.pdf
This announcement is distributed by GlobeNewswire on behalf of
GlobeNewswire clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Conzzeta AG via GlobeNewswire
[HUG#1929840]
Unternehmensinformation / Kurzprofil:
Datum: 22.06.2015 - 11:16 Uhr
Sprache: Deutsch
News-ID 401954
Anzahl Zeichen: 8698
contact information:
Town:
Zürich
Kategorie:
Business News
Diese Pressemitteilung wurde bisher 175 mal aufgerufen.
Die Pressemitteilung mit dem Titel:
"Conzzeta shareholders decide in favor of share split and approve spin-off of the real estate business"
steht unter der journalistisch-redaktionellen Verantwortung von
Conzzeta AG (Nachricht senden)
Beachten Sie bitte die weiteren Informationen zum Haftungsauschluß (gemäß TMG - TeleMedianGesetz) und dem Datenschutz (gemäß der DSGVO).
