Vita 34 AG: Fulfilment of all closing conditions under the Exchange Offer PBKM; Implementation of capital increase; withdrawal of guidance for financial year 2021

Vita 34 AG / Key word(s): Capital Increase/Change in Forecast
Vita 34 AG: Fulfilment of all closing conditions under the Exchange Offer PBKM; Implementation of capital increase; withdrawal of guidance for financial year 2021

09-Nov-2021 / 11:59 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by DGAP - a service of EQS Group AG.
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Vita 34 AG: Fulfilment of all closing conditions under the Exchange Offer PBKM; Implementation of capital increase; withdrawal of guidance for financial year 2021

Leipzig, 9 November 2021 - Vita 34 AG ("Vita 34") announces that all closing conditions under the voluntary public exchange offer by Vita 34 addressed to the shareholders of Polski Bank Komórek Macierzystych S.A., Warsaw ("PBKM") have been fulfilled or waived and that the implementation of the capital increase necessary for the completion of the exchange offer was today registered with the commercial register of Vita 34. Based on the resolution of the extraordinary general meeting of Vita 34 held on 13 July 2021, the share capital of Vita 34 was increased from EUR 4,145,959 by EUR 11,890,500 to EUR 16,036,459 by way of issuance of 11,890,500 new no-par-value registered shares. As a result, Vita 34 now holds a total of 9,150,272 PBKM shares (corresponding to approximately 97.98% of the registered capital and outstanding voting rights of PBKM). It is expected that the new shares issued in connection with the capital increase will be delivered to the PBKM shareholders participating in the share exchange until 15 November 2021. Upon delivery of the new shares (or the cash consideration in case of a sale fractional shares) the exchange offer will be completed.

As a result of the completion of the business combination with PBKM, the management board of Vita 34 has today resolved to withdraw the guidance for the financial year 2021. While Vita 34 (on a stand-alone basis) is expected to meet the revenue and adjusted EBITDA targets for the business year 2021, the required harmonization of the accounting standards of PBKM and Vita 34 does currently not permit a new guidance of the combined group for the financial year 2021. A new guidance of the combined group for the financial year 2022 will be provided in the course of the publication of Vita 34's annual report for the financial year 2021.

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