Media Release | MCH Group - capital increase

Monday, 16. May 2011 18:16
MCH Group AG /
Media Release | MCH Group - capital increase
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MCH Group: capital increase observing the existing shareholders' subscription
rights

TeThe Board of Directors of MCH Group Ltd. in Basel has decided to increase the
share capital of MCH Group Ltd. by CHF 12,013,150 to CHF 60,065,750 through the
issue of 1,201,315 new registered shares with a nominal value of CHF 10 each.

The new shares will be offered to existing shareholders, allowing them to
subscribe for that number of new shares which correspond to their respective
subscription rights. Four existing registered shares, with a nominal value of
CHF 10 each entitle the holder to purchase one new registered share of CHF 10
nominal value. The subscription price is CHF 33.30 for a new registered share
with a nominal value of CHF 10. The subscription period runs from 18 May 2011 to
12:00 on 27 May 2011. During the period from 18 May 2011 to 26 May 2011,
subscription rights will be traded on the SIX Swiss Exchange. The new registered
shares will be entitled to dividends for the financial year 2011 and are
equivalent to the existing registered shares in all respects. Zürcher
Kantonalbank has been mandated as lead manager for this capital increase.

By implementing this capital increase, the Board of Directors acts in accordance
with §3a of the Articles of Association, which the General Meeting approved on
17 May 2010. The Board of Directors has announced this capital increase already
in a media release on 22 March 2011. The shareholders will be informed by their
depositary banks or by MCH Group Ltd. directly how to exercise their
subscription rights.

The capital increase has been triggered by the new exhibition hall project in
Basel. As the project was being drawn up in 2005/2006, the public-sector
entities - the Cantons of Basel-Stadt, Basel-Landschaft and Zurich and also the
City of Zurich - which hold a total of 49% of the shares offered have undertaken
supporting the financing of the project with investments from public funds. On
the basis of the financing concept worked out with these entities, MCH Group
Ltd. is providing part of the investment through a CHF 40 million increase in
the equity of MCH Group Ltd. The public-sector entities have agreed to
participate in the capital increase in proportion to their respective
shareholding.

Legal Disclaimer

The purpose of this publication is to inform shareholders of MCH Group AG and
the public. This press release does neither constitute an offer to buy or to
subscribe to shares of MCH Group AG nor a prospectus within the meaning of the
applicable Swiss law. Investors should make their decision to buy or to
subscribe to new shares solely based on the offering and listing prospectus
available free of charge at MCH Group AG, Messeplatz 1, CH-4058 Basel. Investors
are furthermore advised to consult their bank or financial adviser.
The securities described herein are offered publicly without restrictions in
Switzerland only.

THIS PRESS RELEASE IS NOT BEING ISSUED IN THE UNITED STATES OF AMERICA,
AUSTRALIA, CANADA OR JAPAN AND SHOULD NOT BE DISTRIBUTED TO UNITED STATES
PERSONS OR PUBLICATIONS WITH A GENERAL CIRCULATION IN THE UNITED STATES,
AUSTRALIA, CANADA OR JAPAN. THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER OR
INVITATION TO SUBSCRIBE FOR OR PURCHASE ANY SECURITIES. THE SECURITIES OF MCH
GROUP AG HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 AS
AMENDED AND ARE NOT BEING OFFERED IN THE UNITED STATES OR TO U.S. PERSONS.

THIS PRESS RELEASE IS NOT BEING DISTRIBUTED TO, AND MUST NOT BE PASSED ON TO,
THE GENERAL PUBLIC IN THE UNITED KINGDOM. RATHER, THIS PRESS RELEASE IS BEING
MADE TO AND IS DIRECTED ONLY AT:  (A) PERSONS OUTSIDE THE UNITED KINGDOM (B)
THOSE PERSONS WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO
INVESTMENTS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS
ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE "ORDER") (C) AND HIGH NET WORTH
ENTITIES OR OTHER PERSONS TO WHOM IT MAY OTHERWISE LAWFULLY BE COMMUNICATED
FALLING WITHIN ARTICLE 49 OF THE ORDER.

In relation to each Member State of the European Union and any state which is a
contracting party to the European Economic Area which has implemented the
Directive 2003/71/EG (the "Prospectus Directive") or the Directive 2010/73/EU
dated November 24, 2010 (the "Amendment to the Prospectus Directive)  (each a
"Relevant Member State") an offer to the public of any shares and rights of MCH
Group AG may be made at any time under the following exemptions under the
Prospectus Directive, and, if the Relevant Member State has already implemented
the Amendment to the Prospectus Directive, in accordance with the amended
legislation in that Relevant Member State:
1. to legal entities which are authorized or regulated to operate in the
financial markets or, if not so authorized or regulated, whose corporate purpose
is solely to invest in securities;
2. to any legal entity which has two or more of (i) an average of at least 250
employees during the last financial year; (ii) a total balance sheet of more
than EUR 43,000,000 and (iii) an annual net turnover of more than EUR
50,000,000, as shown in its last annual or consolidated accounts;
3. by the Lead Manager and the Company to less than 100 in the aggregate natural
or legal persons (other than qualified investors as defined in the Prospectus
Directive); or
4. in any other circumstances falling within the Article 3(2) of the Prospectus
Directive, or within the amended Article 3(2) of the Amendment to the Prospectus
Directive, provided that no such offer of shares or rights shall result in a
requirement for the publication by the Company or the Lead Manager of a
prospectus pursuant to the amended Article 3 of the Prospectus Directive.

THIS PRESS RELEASE  DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF
AN OFFER TO BUY ANY SHARES. NEITHER DOES IT CONSTITUTE A PROSPECTUS PURSUANT TO
ART. 652A  OF THE SWISS CODE OF OBLIGATIONS."


Media contact

MCH Group Ltd.
Corporate Communications
Christian Jecker
+41 58 206 22 52
christian.jecker@mch-group.com

Internet
www.mch-group.com

News / Media Releases / MCH Group Ltd.
www.mch-group.com/go/id/pqa/lang/eng/



--- End of Message ---

MCH Group AG
Basel

ISIN: CH0039542854;

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http://hugin.info/134007/R/1516297/452649.pdf




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Source: MCH Group AG via Thomson Reuters ONE

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