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| KOMISJA NADZORU FINANSOWEGO | |
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| | Raport bieżący nr | 38 | / | 2018 | |
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| Data sporządzenia: | 2018-12-14 | | | | | | | | | |
| Skrócona nazwa emitenta | | | | | | | | | |
| SLEEPZ AG | |
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| Temat | | | | | | | | | | |
| SLEEPZ AG acquires 75.1% stake in Sam Stil-Art-Möbel GmbH; cash capital increase of up to just under EUR 0.9 million from authorized capital planned as part of a private placement. | |
| Podstawa prawna | | | | | | | | |
| Art. 17 ust. 1 MAR - informacje poufne.
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| Treść raportu: | | | | | | | | | |
| Disclosure of an inside information according to Article 17 Regulation (EU) No 596/2014 on market abuse
SLEEPZ AG acquires 75.1% stake in Sam Stil-Art-Möbel GmbH; cash capital increase of up to just under EUR 0.9 million from authorized capital planned as part of a private placement.
SLEEPZ AG ("SLEEPZ" - ISIN DE000A2E3772) signed a company purchase agreement to participate in the Kirchheimbolanden-based online retailer Sam Stil-Art-Möbel GmbH ("SAM") today. Accordingly, SLEEPZ initially acquires 75.1% of the SAM shares in exchange for cash and at the same time provides the company with financing in the lower single-digit million range. SLEEPZ has been granted options on the remaining shares of the previously sole shareholder.
The original plan, on the other hand, was to acquire 100% of SAM within a capital increase for contributions in kind by issuing 4 million new shares (see ad-hoc release of September 7, 2018); for this purpose, however, the Company would first have had to carry out an extraordinary general meeting to create new authorized capital. The transaction was based on a renegotiated valuation of SAM, which was significantly more advantageous for SLEEPZ.
Cash funds of up to EUR 2.0 million required in the short term to implement the transaction and to finance the company's further growth will be provided via external debt financing. In addition, the Management Board plans to use the existing authorized capital of EUR 892,181.00 at short notice and to offer it - disapplying shareholders' subscription rights pursuant to Section 186 (3) sentence 4 AktG - for subscription to selected investors in a private placement; the full placement has already been ensured by an existing shareholder. Dilution effects for the SLEEPZ shareholders resulting from the planned capital increase are thus also significantly reduced.
With SAM, the SLEEPZ Group not only strengthens its 100% private label business model in the wood furniture sector, but also expects additional sales in the lower double-digit million range for 2019. After the previous acquisition of URBANARA GmbH and the short-term implementation of the planned capital increase, SLEEPZ has achieved its structural and acquisition targets as announced.
The focus is now on the further development of a new centralised corporate structure with an e-commerce holding platform in the Home & Living segment combined with the exploitation of synergies, significant growth and the achievement of profitability.
Notifying Person:
Alexander von Tschirnhaus, Executive Board Member, +49-172-4000 550, avt@sleepz.com
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| PODPISY OSÓB REPREZENTUJĄCYCH SPÓŁKĘ | |
| Data | Imię i Nazwisko | Stanowisko/Funkcja | Podpis | |
| 2018-12-14 | Alexander von Tschirnhaus | Prezes Zarządu | Alexander von Tschirnhaus | |
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