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The Social Chain AG resolves on capital increase in kind under exclusion of statutory subscription rights against contribution of company shares in Mint Marketing Agency Inc., USA
Berlin, 16. Juni 2021 - The Management Board of The Social Chain AG (WKN: A1YC99, ISIN: DE000A1YC996, Ticker: PU11) ("Company") has resolved today to increase the Company's share capital with exclusion of shareholders' subscription rights. The Supervisory Board has approved such resolution.
The capital increase shall be effected against contribution in kind with partial utilization of the existing authorized capital pursuant to Section 3 (6) of the Articles of Association of the Company. The Company's share capital will be increased from EUR 11,448,484.00 by EUR 4,763.00 to EUR 11,453,247.00 through issuance of 4,763 new no-par- value registered shares with a notional value in the share capital of EUR 1.00 per share.
Solely Mr. Daniel Graham, as a shareholder of the Mint Marketing Agency Inc. seated in Los Angeles USA, is authorized to subscribe for the 4,763 new shares to be issued. In return, he will contribute 12.5% of the entire share capital in Mint Marketing Agency Inc. into the Company on the basis of a concluded share transfer agreement by way of the aforementioned capital increase in kind. The total of 4,763 new shares will be issued at an issuance price of EUR 32.51 per share (reflecting the volume-weighted average share price during the 10 trading days prior to resolution).
The Social Chain AG: Social Commerce on a global scale
The Social Chain AG is reshaping the world of brands and commerce. Our strategy and our actions are "Digital first - direct to customer": from branding to marketing to direct sales of our products in the categories Food, Home & Living, Beauty, and Fitness. Our online shops are the most efficient points of sale for our Direct-to-Consumer brands. More than 70 percent of Direct-to-Consumer sales are performed by our owned and operated online shops. Our communities, with over 86 million followers worldwide, inspire our customers and amplify our brand messages. We manage the expansion of our Social Commerce system of communities, brands, digital points of sale and logistics via our integrated proprietary technology platform: LINKS which analyses interests, purchase intentions and product satisfaction along the entire digital customer journey. The Social Chain AG's headquarters are in Berlin, with additional locations in Munich, London, Manchester, New York, San Diego and Los Angeles.
This announcement constitutes neither an offer nor a solicitation to purchase or subscribe for securities of the Company.
This announcement is not intended for distribution, directly or indirectly, in or into the United States or within the United States and may not be distributed to U.S. persons (as such term is defined in Regulation S under the Securities Act) or publications with a general circulation in the United States. This announcement does not constitute or form part of any offer to sell or the solicitation of an offer to purchase or subscribe for any securities in the United States. The securities are not and will not be registered under the Securities Act and may not be offered or sold in the United States absent registration under the Securities Act or an exemption from registration under the Securities Act. The Company does not intend to conduct a public offering of securities in the United States.
The securities referred to in this announcement will not be offered or sold in Canada, Australia or Japan, or to or for the account of persons resident in Canada, Australia or Japan. No action has been taken to offer, acquire or distribute the securities in any jurisdiction where this is not permitted.
This release contains statements relating to the future. These statements are based on current views, expectations and assumptions of the Company's management and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied. Actual results, results or events could differ materially from those described herein due to factors affecting the Company, including, but not limited to, changes in the general economic environment or competitive situation, capital market risks, foreign exchange rate fluctuations and competition from other companies, and changes in foreign or domestic laws or regulations, including, but not limited to, the tax environment. The Company assumes no obligation to update any statements relating to the future.
Jana Walker | Investor Relations
16-Jun-2021 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
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