Source - LSE Regulatory
RNS Number : 7931I
Goldman Sachs Bank Europe SE
28 March 2024
 

Not for distribution, directly or indirectly, in or into the United States, Australia, Canada or Japan or any jurisdiction in which such distribution would be unlawful.

Douglas AG

Stabilisation Notice in accordance with Articles 6(3) of Commission Delegated Regulation (EU) 2016/1052 (Exercise of Reverse Greenshoe Option (Put Option) and End of Stabilisation Period)

                                                                                                                        28 March 2024

Further to the pre-stabilisation period announcement dated March 20, 2024, Goldman Sachs Bank Europe SE (contact: Philipp Suess; telephone: +49 (0)69 7532 1267) acting as the stabilisation manager (the "Stabilisation Manager") in connection with the initial public offering of Douglas AG hereby gives notice that, on 28 March, 2024, it exercised the option granted by Kirk Beauty International S.A. (the "Selling Shareholder") to the Stabilisation Manager to sell to the Selling Shareholder such number of shares repurchased as a result of stabilisation measures against payment of the aggregate price at which it acquired the repurchased shares, provided that such number of shares may not exceed approximately 13% of the number of placed Primary Base Shares (the "Put Option"). The Put Option has been exercised in respect of 4,264,215 ordinary bearer shares with no-par value of Douglas AG repurchased as a result of stabilisation measures against payment of the aggregate price at which it acquired the repurchased shares.

With the exercise of the Put Option, the stabilisation period ended.

The securities:

Issuer:

Douglas AG

Securities:

Ordinary bearer shares with no par value of the Issuer (ISIN: DE000BEAU7Y1)

Primary Base Shares:

Up to 32,692,308 ordinary bearer shares

Offer price

EUR 26.00

Stabilisation:

Stabilisation Manager (and central point within the meaning of Commission Delegated Regulation (EU) 2016/1052):

Goldman Sachs Bank Europe SE, Taunusanlage 9-10, 60329 Frankfurt am Main, Germany

Stabilisation started:

21 March 2024

Stabilisation last occurred:

27 March 2024

Stabilisation trading venues:

Frankfurt Stock Exchange, Xetra, BATS Europe, Chi-X Exchange, Munich Stock Exchange, Stuttgart Stock Exchange, Turquoise MTF

 

Stabilisation transactions:

Trading Date

Lowest price (EUR)

Highest price (EUR)

Trading venue

21 March 2024

22.6200

25.5000

Xetra

22 March 2024

21.7400

23.0000

Xetra

25 March 2024

21.6800

22.1000

Xetra

26 March 2024

20.9000

21.8800

Xetra

27 March 2024

20.9200

21.5800

Xetra

 

 

Disclaimer and Other Notices

 

This announcement is for information only and does not constitute an offer or invitation to underwrite, subscribe for or otherwise acquire or dispose of any securities or investment advice in any jurisdiction in which such an offer or solicitation is unlawful, including without limitation, the United States, Australia, Canada, or Japan. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions.

 

This announcement and the information contained herein, is not an offer of securities for sale in, and is not for transmission to or publication, distribution or release, directly or indirectly, in 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"). The securities being offered have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act"), or under any applicable securities laws of any state or other jurisdiction of the United States and may not be offered, sold, resold, transferred or delivered, directly or indirectly, in the United States unless registered under the Securities Act or pursuant to an exemption from, or in a transaction not subject to, such registration requirements and in accordance with any applicable securities laws of any state or other jurisdiction of the United States. No public offering of the securities discussed herein is being made in the United States.

 

Solely for the purpose of the product governance requirements contained within (a) EU Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the shares have been subject to a product approval process, which has determined that the shares are; (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, the price of the shares may decline and investors could lose all or part of their investment; the shares offer no guaranteed income and no capital protection; and an investment in the shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Offering.

 

For the avoidance of doubt, the Target Market Assessment does not constitute (a) an assessment of suitability or appropriateness for the purposes of MiFID II or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the shares. Each distributor is responsible for undertaking its own target market assessment in respect of the shares and determining appropriate distribution channels.

 

END

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