DGAP-Adhoc: Hoeft & Wessel AG: long-term oriented investor wants to akquire a stake

Höft & Wessel AG / Key word(s): Corporate Action/Strategic Company Decision

11.06.2013 11:47

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.

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- Just under EUR 8.5 million in fresh capital
- Medium-term refinancing about to be concluded
- Extraordinary General Meeting on capital measures and undercutting equity
by half

Hannover/Germany, 11/06/2013. With an agreement expected to be concluded
with the financers and a strategic investor, Hoeft & Wessel AG will lay the
foundations for a medium-term refinancing. An investor is set to acquire a
stake in the technology enterprise and therefore the company will receive
an inflow of just under EUR 8.5 million in fresh capital. The entry of the
new shareholder is planned to be realised via capital measures. In order to
be able to adopt resolutions on these capital measures and to disclose the
loss of half of Hoeft & Wessel AG's share capital, the Board of Management
will convene an Extraordinary General Meeting for 18 July 2013.

At the General Meeting, first of all a resolution is to be adopted on a
capital reduction in a ratio of 5:1 and then on a capital increase in a
ratio of 1:5. Shareholders may subscribe to the new shares via subscription
rights at an issuing amount of EUR 1 per share. The number of shares will
rise to no more than 10,196,988 shares. After the expected agreement the
investor is to subscribe to new shares for up to approx. EUR 8.5 million
provided that shareholders do not exercise their subscription rights.

At the same time and, also against the backdrop of the successful
restructuring which is to generate an improvement in earnings of more than
EUR 12 million for the Hoeft & Wessel Group, the financing parties of Hoeft
& Wessel AG are to declare their willingness to waive the settlement of
half of their receivables.

If the positive going concern forecast applies on account of the
refinancing measures, the auditor's certificates for the annual financial
statements of 2012 and 2011 are also expected to be issued in the near
future. As a result of preparing the annual financial statement for 2012,
transfer bookings have also been made in the annual financial statement for
2011. According to preliminary calculations, sales revenues for fiscal 2012
amounted to approx. EUR 78.9 million, and the operating result to approx.
-EUR 10.8 million; sales revenues for the financial year 2011 amounted to
approx. EUR 86.3 million and the operating result to approx. -EUR 16.1
million. Owing to these losses in fiscal 2011 and 2012, Hoeft & Wessel was
over-indebted on the face of the balance sheet with a negative equity
capital of -EUR 4.0 million at the end of 2012 and is still now
over-indebted on the face of the balance sheet. If the medium-term
refinancing measures are concluded in due course as expected, the financial
situation of Hoeft & Wessel AG will improve. After years of losses, the
Company anticipates a turnaround as early as this year, with a positive
operating result.

Contact:
Hoeft & Wessel AG
Dr. Arnd Fritzemeier
+49 511 6102-300
IR@hoeft-wessel.com

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Language: English
Company: Höft & Wessel AG
Rotenburger Str. 20
30659 Hannover
Germany
Phone: +49 (0)511-6102-0
Fax: +49 (0)511-6102-411
E-mail: info@hoeft-wessel.com
Internet: www.hoeft-wessel.com
ISIN: DE0006011000
WKN: 601100
Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin, Düsseldorf, Hamburg, Hannover, München, Stuttgart

End of Announcement DGAP News-Service

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