Wirecard AG resolves on capital increase

Wirecard AG / Key word(s): Capital Increase
25.02.2014 18:48

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted by DGAP - a company of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

This publication and the information contained herein are not being issued and may not be distributed, directly or indirectly, in or into the United States of America, Australia, Japan or Canada.

Aschheim, 25 February 2014. The executive board of Wirecard AG (ISIN DE0007472060, WKN code 747206) resolved today, with the consent of the supervisory board, to increase the share capital against cash contribution from authorized capital from Euro 112,292,241.00 by Euro 11,198,345.00 to Euro 123,490,586,00 by issuance of 11,198,345 new bearer shares, each with a notional par value of Euro 1.00. The new shares are entitled to dividends as from 1 January 2013. The executive board, with the consent of the supervisory board, has excluded subscription rights for the new shares. The new shares will be placed with institutional investors by way of an accelerated bookbuilding offering.
Wirecard has resolved this capital increase to be prepared for upcoming M&A opportunities continuing the acquisition strategy pursued over the last years. As the leading European online payment processing company Wirecard intends to over-proportionally benefit from an accelerated consolidation in the payment industry.
The placement commences today, 25 February 2014, and is expected to be completed tomorrow, 26 February 2014. Wirecard AG will presumably determine the offering price tomorrow, 26 February 2014, based on the bookbuilding process. MB Beteiligungs GmbH, the sole shareholder of which is the chairman of the executive board of Wirecard AG, Dr. Markus Braun, is planning to subscribe 750,000 shares of common stock of the capital increase.
The new shares are expected to be admitted without a prospectus to the regulated market (regulierter Markt) and the subsegment of the regulated market with further post-admission obligations of the Frankfurt Stock Exchange (Prime Standard).
This capital increase is being accompanied by a syndicate of banks consisting of Commerzbank as Sole Global Coordinator and Joint Bookrunner, Deutsche Bank as Joint Bookrunner as well as Bankhaus Berenberg as Co-Bookrunner and Landesbank Baden-Württemberg as Co-Manager.
Wirecard AG 
The Executive Board

Information and Explanation of the Issuer to this News: This publication does not constitute a public offer of securities in Germany. It is not for publication or distribution, directly or indirectly, in or into the United States. This publication does not constitute an offer to sell securities, or a solicitation of an offer to buy securities, in the United States of America or in any other jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. Securities may not be offered or sold in the United States of America absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the 'Securities Act'). The securities of Wirecard AG described herein have not been and will not be registered under the Securities Act, or the laws of any State, and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable State laws. Wirecard AG does not intend to register any portion of the offer-ing in the United States or conduct a public offering of securities in the United States.

Iris Stöckl 
VP Corp.Com./IR 
Tel.: +49 (0)89-4424-1424
e-Mail: iris.stoeckl@wirecard.com
ISIN DE0007472060
Reuters: WDI.GDE
Bloomberg: WDI GY

25.02.2014 DGAP's Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
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Language:     English
Company:      Wirecard AG
              Einsteinring 35
              85609 Aschheim b. München
Phone:        +49 (0)89-4424 1400
Fax:          +49 (0)89-4424 1500
E-mail:       ir@wirecard.com
Internet:     www.wirecard.com
ISIN:         DE0007472060
WKN:          747206
Indices: TecDAX, Prime All Share, Technology All Share Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr in Berlin, Düsseldorf, Hamburg, München, Stuttgart  
End of Announcement DGAP News-Service  


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