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Symrise AG: Capital increase against cash contributions by way of an accelerated bookbuilding process

 

Symrise AG  / Key word(s): Corporate Action

13.05.2014 19:02

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
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The issuer is solely responsible for the content of this announcement.

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INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER
JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

Symrise AG: Capital increase against cash contributions by way of an
accelerated bookbuilding process

Holzminden, 13 May 2014 - With the approval of the Supervisory Board, the
Management Board of Symrise AG today resolved to increase the company's
share capital of EUR 118,173,300.00 to up to EUR 129,323,300.00 by issuing
up to 11,150,000 new no par value bearer shares carrying dividend rights
from 1 January 2014 against cash contributions from the authorised capital
and to exclude the pre-emptive rights of shareholders. The new shares will
be offered by way of an accelerated bookbuilding to institutional investors
in the context of a private placement. The private placement will commence
on 13 May 2014 and expire no later than 14 May 2014. The placement price
shall be set close to the market price and is expected to be determined and
published on 14 May 2014. On 15 May 2014, the new shares are expected to be
admitted to trading without a prospectus on the regulated market (Prime
Standard) of the Frankfurt Stock Exchange. The shares will not be entitled
to the proposed dividend for the fiscal year 2013.

The capital increase is an element of the refinancing of the bridge
financing for the investment of nearly EUR 1.3 billion in connection with
the intended acquisition of the French Diana Group, a leading supplier to
the food, pet food, nutraceutical, aquaculture and cosmetics industries. On
12 April 2014, Symrise submitted a binding offer for the acquisition of the
holding entity of Diana Group. After finalisation of the customary French
consultation process with the workers' council of Diana, the owners of
Diana Group can conclude a share purchase agreement by accepting the offer.

J.P. Morgan Securities plc is acting as Bookrunner, COMMERZBANK
Aktiengesellschaft is acting as Co-Bookrunner in connection with the
accelerated bookbuild.

Disclaimer

This document and the information contained herein are not for distribution
in or into the United States of America (including its territories and
possessions, any state of the United States of America and the District of
Columbia) (the "United States"), Canada, Australia or Japan.  This document
does not constitute, or form part of, an offer to sell, or a solicitation
of an offer to purchase, any securities (the "Shares") of Symrise AG (the
"Company") in the United States.  The Shares of the Company have not been
and will not be registered under the U.S. Securities Act of 1933 (the
"Securities Act") and may not be offered or sold within the United States
absent registration or an applicable exemption from, or in a transaction
not subject to, the registration requirements of the Securities Act. Any
sale in the United States of the securities mentioned in this communication
will be made solely to "qualified institutional buyers" as defined in Rule
144A under the Securities Act.


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Language:     English
Company:      Symrise AG
              Mühlenfeldstraße 1
              37603 Holzminden
              Germany
Phone:        +49 (0)5531 90 0
Fax:          
E-mail:       ir@symrise.com
Internet:     www.symrise.com
ISIN:         DE000SYM9999
WKN:          SYM999
Indices:      MDAX
Listed:       Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr
              in Berlin, Düsseldorf, Hamburg, Hannover, München, Stuttgart
 
End of Announcement                             DGAP News-Service
 
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