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Voluntary Public Offer by united vertical media GmbH to the bearers of no-par value shares of 11 88 0 Solutions AG
You have accessed the website which united vertical media GmbH (the "Bidder") has designated for the publication of documents and information in connection with the voluntary public Offer by the Bidder to the bearers of no-par value shares of 11 88 0 Solutions AG (each a "11 88 0 Solutions AG Share" and collectively, the "11 88 0 Solutions AG Shares").
Important Legal Notices
Visitors of this website are asked confirm that they have read and understood the following important legal information at the bottom of this page in order to be granted access to further documents and notices relating to the Offer.
On 13 June 2019, the bidder published its decision to offer to the shareholders of 11 88 0 Solutions AG to acquire all 11 88 0 Solutions AG Shares by way of a public takeover offer, which constitutes a voluntary public takeover offer pursuant to the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz, WpÜG) (the “Offer”).
The Offer relates to shares in a German corporation and is solely subject to the laws of the Federal Republic of Germany regarding the execution of such an Offer, in particular of the WpÜG in conjunction with the provisions of the German Ordinance relating to the contents of the offer document, the consideration payable in the case of takeover bids and mandatory offers and exemption from the obligation to publish and to make an offer (Verordnung über den Inhalt der Angebotsunterlage, die Gegenleistung bei Übernahmeangeboten und Pflichtangeboten und die Befreiung von der Verpflichtung zur Veröffentlichung und zur Abgabe eines Angebots, WpÜG-Angebotsverordnung). The execution of the Offer as an offer pursuant to the laws of a country other than the Federal Republic of Germany will not be carried out and is not planned. Accordingly, neither the Bidder nor persons acting in concert with the Bidder in the meaning of Section 2 para. 5 sentences 1 and 3 WpÜG have applied for or caused or will apply for or cause notifications, registrations, admissions or permits of the Offer and/or with respect to the offer document containing the Offer outside of the Federal Republic of Germany. united vertical media GmbH and the persons acting in concert with united vertical media GmbH do not accept any responsibility for compliance with any laws other than those of the Federal Republic of Germany.
The submission and publication of the Offer will be made exclusively on the basis of the offer document and the offer materials related there to.
Announcements on this website do not constitute an invitation to submit an offer to sell or exchange 11 88 0 Solutions AG Shares. With the exception of the offer document, announcements on this website do not constitute an offer to purchase or exchange 11 88 0 Solutions AG Shares.
The Bidder does not intend to submit and publish the Offer or to publicly advertise the Offer in accordance with the provisions of jurisdictions other than those of the Federal Republic of Germany. Outside the Federal Republic of Germany, neither the Bidder nor any person acting in concert with the Bidder nor their subsidiaries are publicly marketing the Offer and will not cause such public marketing of the Offer.
With the exception of the offer document and certain documents related thereto, the announcements and information on the following pages of this website do not constitute an offer to purchase 11 88 0 Solutions AG Shares and are neither intended to provide an assurance nor to enter into any other legal obligation on the part of the Bidder.
united vertical media GmbH and the persons acting in concert with united vertical media GmbH accept no responsibility for the publication, dissemination, dispatch, distribution or transfer of any documents in connection with the Offer or the acceptance of the Offer outside the Federal Republic of Germany being permissible under the respective provisions of other legal systems. Furthermore, the responsibility of united vertical media GmbH and the persons acting in concert with united vertical media GmbH for non-compliance with any legal provisions by third parties is expressly excluded.
The publication, dispatch, distribution or dissemination of documents in connection with the Offer in jurisdictions outside the Federal Republic of Germany may fall within the scope of legal provisions of jurisdictions other than the Federal Republic of Germany in which the publication, dispatch, distribution or dissemination is subject to statutory restrictions. The offer document and other documents in connection with the Offer may therefore not be sent by third parties to countries or published, distributed or distributed there if and to the extent that such sending, publication, distribution or distribution would violate applicable laws or regulations or is dependent on compliance with administrative procedures or the granting of a permit or the fulfillment of other prerequisites and these do not exist. However, the dispatch, distribution or dissemination of the offer document or other documents in connection with the Offer in countries of the European Union or the European Economic Area is not subject to legal restrictions. The Bidder has not permitted the publication, dispatch, distribution or dissemination of the offer document or other documents in connection with the takeover procedure by third parties outside the Federal Republic of Germany. Persons who are not residents of the Federal Republic of Germany or are for other reasons subject to the legal provisions of other jurisdictions should inform themselves about and comply with the applicable provisions.
To the extent permitted by applicable law and in accordance with German market practice, the Bidder or brokers acting on its behalf may directly or indirectly acquire 11 88 0 Solutions AG Shares or enter into corresponding agreements outside the Offer before, during or after the expiration of the acceptance period. This also applies to other securities that grant a direct conversion or conversion right to 11 88 0 Solutions AG Shares or an option right to 11 88 0 Solutions AG Shares. These acquisitions may be made on the stock exchange at market prices or outside the stock exchange at negotiated conditions. All information about these acquisitions will be published to the extent required by the laws of the Federal Republic of Germany.
Announcements and documents on this website may contain forward-looking statements. To the extent that this is the case, these statements are not facts and are identified by the words "expect", "believe", "estimate", "intend", "aim", "assume" and similar expressions. These statements express the current intentions, views, expectations and estimates of the Bidder and of the Persons acting in concert with the Bidder regarding possible future events. Forward-looking statements are based, among other things, on current assumptions, assessments and forecasts and are therefore subject to risks and uncertainties and make no statement as to their future accuracy and correctness. It should be noted that actual results or consequences may differ materially from those expressed or implied by such forward-looking statements.
It is possible that the Bidder may change the intentions and assessments contained in documents or notices on this website or in the offer document, in particular with regard to the Offer, after publication of the documents, notices or the offer document.
By selecting the “I confirm.” button, you state that you read the legal notices and information above.