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9. December 2019

SCHMOLZ + BICKENBACH – FINMA approves appeal against decision of the Swiss Takeover Board

This communication or the information contained therein are not being issued and may not be distributed in the United States of America, Canada, Australia or Japan and do not constitute an offer of securities for sale in such countries.

 

Lucerne, December 9, 2019 – SCHMOLZ + BICKENBACH, a global leader in special long steel, has received a positive decision from the Swiss Financial Market Supervisory Authority FINMA on the appeal against the Swiss Takeover Board's decision of November 22, 2019. In the first instance, the Swiss Takeover Board had rejected Martin Haefner/BigPoint Holding AG's application for an exemption from the obligation to make a mandatory offer. This means that the share capital increase approved by the shareholders at the Extraordinary Shareholder Meeting on December 2, 2019 can now be implemented as planned.

The exemption was granted subject to the condition that Martin Haefner/BigPoint Holding AG must submit a mandatory offer for all listed equity securities of SCHMOLZ + BICKENBACH AG if their shareholding (directly, indirectly or in joint agreement with third parties) still exceeds the threshold of 331/3% of the voting rights in SCHMOLZ + BICKENBACH AG on December 31, 2024. This condition has been accepted by Martin Haefner/BigPoint Holding AG and their requirement in their commitment letter that an exemption from the takeover obligations be granted has been declared to be met.

 

The decision of FINMA was communicated to SCHMOLZ + BICKENBACH on Sunday. The company is pleased that FINMA has approved the appeal against the Swiss Takeover Board's decision. This will enable the major shareholders to participate in the recapitalization of the company as planned.

 

The Board of Directors of SCHMOLZ + BICKENBACH will adopt the schedule for the capital increase at its forthcoming meeting on December 9, 2019 and publish it promptly.

 

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