Brief: Nyesa Enters Into Agreement To Set Conditions For Future Non-Cash Capital Increase

Nyesa Valores Corporacion

22/12/2022 07:21

Dec 22 (Reuters) - Nyesa Valores Corporacion  IBES.MC :
    * SAID ON WEDNESDAY IT ENTERED INTO INVESTMENT AGREEMENT
WITH
INVESTORS CERCIS ENTERPRISE AND PINUS PINEA INVERSIONES TO AGREE
TERMS AND CONDITIONS OF FUTURE NON-CASH CAPITAL INCREASE IN
COMPANY WHICH WOULD ENTAIL PROVISION OF 1,504 SHARES OF HOUSING
COOPERATIVE MANAGEMENT COMPANY HENARA GESTORA GLOBAL
    * CAPITAL INCREASE IS CONDITIONAL UPON NYESA CONSIDERING
THAT
LEGAL, TAX AND FINANCIAL REVIEW OF HENARA GESTORA GLOBAL HAS
BEEN COMPLETED IN FULLY SATISFACTORY TERMS
    * CAPITAL INCREASE IS ALSO CONDITIONAL UPON INVESTORS
ACCEPTING
VALUATION OF CONTRIBUTION TO BE MADE BY INDEPENDENT EXPERT
    * PRELIMINARY VALUATION PROVIDED BY INVESTORS OF 4.0 MILLION
EUROS
FOR COUNTERVALUE OF CAPITAL INCREASE, I.E., 1,504 SHARES OF
HENARA GESTORA GLOBAL, REPRESENTING 50.03% OF ITS SHARE CAPITAL
    * EXPECTED ISSUE PRICE FOR CAPITAL INCREASE IS 0.03 EUROS
PER
SHARE (OF WHICH 0.01 EURO CORRESPONDS TO NOMINAL VALUE AND 0.02
EURO TO ISSUE PREMIUM)
    * NUMBER OF NEW SHARES TO BE ISSUED BY NYESA WOULD BE ABOUT
134
MILLION, ALTHOUGH THIS FIGURE MAY VARY DEPENDING ON RESULT OF
VALUATION OF SHARES BY INDEPENDENT EXPERT
    * AS RESULT OF CAPITAL INCREASE, INVESTORS WOULD
COLLECTIVELY HOLD
ABOUT 8.5% OF NYESA'S SHARE CAPITAL
    * DURING FIRST YEAR, INVESTORS HAVE COMMITTED NOT TO
TRANSFER ANY
OF NYESA SHARES THAT THEY WOULD ACQUIRE, BY IMPLEMENTATION OF
CAPITAL INCREASE, LOCK-UP COMMITMENT ON 50 PER CENT OF THEIR
SHARES BEING MAINTAINED FOR SECOND YEAR
    * COMPANY IS GOING TO START DUE DILIGENCE PROCESS AND
REQUEST
APPOINTMENT OF INDEPENDENT EXPERT FOR PURPOSES OF VALUATION
REPORT ON PLANNED CONTRIBUTION
    * IT IS EXPECTED THAT IN FIRST WEEKS OF FINANCIAL YEAR 2023
IT
WILL BE READY TO INFORM MARKET OF CONCLUSIONS AND, IF
APPROPRIATE, TO START LEGAL PROCEDURES FOR IMPLEMENTATION OF
CAPITAL INCREASE

        
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