Release according to section 93 (2) Stock Exchange Act

AT&S Austria Technologie & Systemtechnik Aktiengesellschaft hereby announces pursuant to section 93 (2) Stock Exchange Act to have been notified by Androsch Privatstiftung (FN 183415d) and AIC Androsch International Management Consulting GmbH (FN 57606s) pursuant to section 91 and section 91a Stock Exchange Act as follows:

Androsch Privatstiftung is the sole shareholder of AIC Androsch International Management Consulting GmbH (hereinafter “AIC”).

AT & S Austria Technologie & Systemtechnik Aktiengesellschaft (hereinafter “AT&S”) is currently conducting a capital increase. In a first step (the “First Capital Increase”) the number of shares will be increased by 3,367,471 to 29,267,471. We have been informed that this capital increase will be registered with the commercial register on 20.9.2013 (comment by AT&S: the first tranche of the capital increase has been registered on 20.09.2013). In a second step (the “Second Capital Increase”), the share capital will be increased to 38,850,000 shares. Details of the transaction can also be found in the prospectus published by AT&S.

In the course of this transaction Androsch Privatstiftung, Joh. Berenberg, Gossler & Co KG and Erste Group Bank AG as Joint Lead Managers and AT & S have entered into a “Principal Shareholder Agreement” on 18.9.2013.

Main content of such “Principal Shareholder Agreement” is, inter alia,

1. that Androsch Privatstiftung waives its subscription rights relating to 4,299,440 shares and transfers such subscription rights to Erste Group Bank AG in order to facilitate a “Pre-placement” as described in the prospectus that has been published in the course of the capital increase;
2. that Androsch Privatstiftung transfers its subscription rights relating to 1,153,845 shares (corresponding to 769,230 new shares) to AIC with effect of 19. September 2013.

Consequently,

1. upon implementation and registration of the First Capital Increase of AT&S Androsch Privatstiftung will still hold 5,570,666 shares and thus 19.03% of the voting rights based on a total number of 29.267.471 issued shares. Upon implementation and registration of the First Capital Increase Androsch Privatstiftung will therefore fall below the 20% voting rights threshold, but not below the 15% voting rights threshold and will hold 19.03% of the voting rights in AT&S. This is hereby announced pursuant to section 91 BörseG.
2. upon implementation and registration of the Second Capital Increase of AT&S Androsch Privatstiftung will still hold 5,570,666 shares and thus 14.34% of the voting rights based on a total number of 38,850,000 issued shares. Upon implementation and registration of the Second Capital Increase Androsch Privatstiftung will therefore fall below the 15% voting rights threshold, but not below the 10% voting rights threshold and will presumably hold 14.34% of the voting rights in AT&S. This is hereby announced pursuant to section 91 BörseG.
3. on 19 September 2013, AIC acquired subscription rights which entitle to the acquisition of 769,230 new shares in AT&S. After exercising such subscription rights (such rights have to be exercised until 3 October 2013 at the latest) and upon implementation and registration of the Second Capital Increase AIC is expected to hold 1.98% of the voting rights in AT&S. Upon implementation and registration of the Second Capital Increase Androsch Privatstiftung and AIC together are expected to hold presumably 16.32% of the voting rights in AT&S, thus more than 15% but less than 20% of the voting rights. The acquisition of such subscription rights and the consequence thereof is hereby announced pursuant to section 91a BörseG.

 

 

For more information, please contact:

AT & S

Media and Investor Relations:

Martin Theyer, Tel.: +43-676 89555909

E-mail: m.theyer@ats.net

Internet: www.ats.net