NOT FOR DISTRIBUTION IN THE USA, CANADA, AUSTRALIA OR JAPAN
In the course of the rights issue of Lotto24 AG aimed at shareholders of Tipp24 SE and involving a total of 5,988,816 new shares of Lotto24 AG at a subscription price of EUR 2.50 each, approximately 89.5% of the subscription rights have been exercised. The execution of the public offering was subject to the condition precedent that Tipp24 SE has published an announcement in the Federal Gazette by 31 July 2012 regarding the distribution of all shares in Lotto24 AG held by Tipp24 SE to the shareholders of Tipp24 SE in the form of a dividend in kind or regarding the distribution of at least one share in Lotto24 AG held by Tipp24 SE for each dividend-bearing share in Tipp24 SE to the shareholders of Tipp24 SE in the form of a dividend in kind. With the corresponding publication in the Federal Gazette today, the condition has now been fulfilled. The approximately 630,000 non subscribed shares will be sold at the subscription price in a private placement today. Pursuant to a financing agreement, Günther Holding GmbH will acquire all non subscribed shares. Registration of the capital increase and its execution is scheduled for 26 June 2012, while the new shares in Lotto24 AG are to be delivered on 28 June 2012. The entire share capital of Lotto24 AG is due to be admitted to the regulated market (Prime Standard) of the Frankfurt Stock Exchange on 2 July 2012 for initial trading on 3 July 2012.
Note
This announcement constitutes neither an offer to sell nor a solicitation to buy securities. The offer is made exclusively by means and on the basis of a prospectus. The prospectus is available for free on the website of Lotto24 AG at www.lotto24-ag.de and in printed form from Lotto24 AG, Straßenbahnring 11, 20251 Hamburg and from Joh. Berenberg, Gossler & Co. KG, Neuer Jungfernstieg 20, 20354 Hamburg.
This announcement constitutes neither an offer to buy securities nor a solicitation to submit an offer to buy securities in the United States, Canada, Australia or Japan. The shares of Lotto24 AG (the ‘Shares’) may not be offered or sold in the United States, nor to US persons (as defined by Regulation S of the US Securities Act of 1933, as amended (the ‘Securities Act’)) nor for the account of US persons, unless they are registered or are exempt from registration pursuant to the Securities Act. The Shares are not and will not be registered in accordance with the Securities Act. The information contained in this announcement may not be distributed in the United States, nor to US persons, nor in Canada, Australia or Japan.
