Evolva shareholders approve EGM proposal

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL

 

26 October 2017 – The Extraordinary General Meeting (EGM) of Evolva Holding SA (SIX: EVE) has approved the ordinary capital increase through a discounted rights offering with a large majority. A total of 148 shareholders were present at the meeting which took place in Basel today. 77,374,628 shares were represented corresponding to 18.2% of the total number of shares issued (424,202,463).

The EGM approved the Board of Directors’ proposal with 95.2% of the votes represented for an ordinary capital increase through the issuance of up to 296,376,535 new registered shares with a nominal value of CHF 0.20 each.

The new registered shares will be offered to existing shareholders of Evolva at a subscription price of CHF 0.22 per share. The subscription rights will trade on SIX Swiss Exchange from 31 October 2017 until 6 November 2017 and will be exercisable from 31 October 2017 until 8 November 2017, 12:00 noon CET. The listing and first trading day of the new registered shares on SIX Swiss Exchange is expected to occur on 10 November 2017.

The Board of Directors and the Management thank the shareholders for their approval and the support.

The shareholder approval of the ordinary capital increase also fulfils the final condition for the closing of the private placements to Pictet Asset Management and Cologny Advisors LLP. These private placements result in gross proceeds of CHF 21.1 million and are expected to close on 27 October 2017.

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About Evolva

Evolva solves the supply chain issues of nature through a 21st century mix of biotechnology and fermentation. We develop, make and sell natural ingredients that provide significant health, wellness and nutrition benefits to people in their daily life, but whose supply chain issues have limited their use until now. Our flagship ingredients are stevia, nootkatone and resveratrol. To make our world sustainable requires nature and technology to work together as one, and our aim is to play a (small) part in achieving this transformation. For more information see www.evolva.com. Questions about our approach? Have a look at our video.

 

This document is not an offer to sell or a solicitation of offers to purchase or subscribe for shares. This document is not a prospectus within the meaning of Article 652a of the Swiss Code of Obligations, nor is it a listing prospectus as defined in the listing rules of the SIX Swiss Exchange AG or a prospectus under any other applicable laws. Copies of this document may not be sent to jurisdictions, or distributed in or sent from jurisdictions, in which this is barred or prohibited by law. The in-formation contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, in any jurisdiction in which such offer or solicitation would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction. A decision to invest in securities of Evolva Holding SA should be based exclusively on the offering and listing prospectus to be published by Evolva Holding SA for such purpose. Copies of such offering and listing prospectus (and any supplements thereto) are available free of charge from Credit Suisse AG, Zurich, Switzerland (email: [email protected]). In addition, copies of such offering and listing prospectus (and any supplements thereto) are available free of charge in Switzerland from Evolva Holding SA, Duggingerstrasse 23, 4153 Reinach (phone: +41 61 485 2035; email: [email protected]).

This document and the information contained herein are not for publication, distribution or release in or into (directly or indirectly) the United States, Canada, Australia or Japan or any other jurisdiction in which the publication, distribution or release would be unlawful. This document does not constitute an offer of securities for sale in or into the United States, Canada, Australia or Japan.

This document does not constitute an offer to sell, or a solicitation of an offer to purchase, any securities in the United States. The securities of Evolva Holding SA to which these materials relate have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There will not be any public offering of securities in the United States.

This communication has not been approved by an authorized person in the United Kingdom. This communication is not being distributed to, and must not be passed on to, the general public in the United Kingdom. This communication is only being distributed to and is only directed at persons within the United Kingdom who: (i) are persons having professional experience in matters relating to investments who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended from time to time) (the “Order”); (ii) high net worth bodies corporate, unincorporated associations, partnerships, trustees of high value trusts and other persons as described in Article 49(2)(a)-(d) of the Order; or (iii) persons to whom it would otherwise be lawful to distribute it to are outside the United Kingdom (all such persons together being referred to as “Relevant Persons”). Any person who is not a Relevant Person should not act or rely on the following web pages or any of their contents. Any investment or investment activity, or controlled investment or controlled activity to which this communication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Evolva Holding SA’s securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons and certain other persons to whom it may lawfully be communicated.

Any offer of securities to the public that may be deemed to be made pursuant to this communication in any member state of the European Economic Area (each an “EEA Member State”) that has implemented Directive 2003/71/EC (as amended, including by Directive 2010/73/EU, and together with any applicable implementing measures in any EEA Member State, the “Prospectus Directive”) is only addressed to qualified investors in that EEA Member State within the meaning of the Prospectus Directive.

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Contact Details

Oliver Walker
CFO
[email protected]
+ 41 61 485 2034
Stephan Herrera
US Media
[email protected]
+ 1 415 794 4005
Paul Verbraeken
IR
[email protected]
+ 41 61 485 2035