Capital Increase
TOMORROW FOCUS AG decides on capital increase
Dissemination of an Ad hoc announcement according to § 15 WpHG,
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Munich, Germany, 15 September 2009 - The Management Board of TOMORROW FOCUS
AG (ISIN DE0005495329) today resolved, with the approval of the Supervisory
Board, to use the existing authorised capital and implement a capital
increase of 12.5 percent of the share capital with subscription rights for
the shareholders. By issuing 5,890,265 new shares, the share capital is to
be increased from its present level of EUR 47,122,125 to EUR 53,012,390.
The cash inflow from the capital increase is intended to finance the
complete takeover of EliteMedianet GmbH, Hamburg, which operates the
premium online dating agency ElitePartner.de, as well as other potential
acquisitions. The new shares will be issued at an issuing price of EUR 2.81
per share and will participate in profit as from 1 January 2009.
In the course of the non-public offer, the shareholders will be granted a
direct subscription offer for the 5,890,265 new shares. With publication of
the subscription offer, the company's shareholders are called on to
exercise their subscription right in the period from 18 September to 2
October 2009, 12.00 noon CET (inclusive of both dates) to avoid exclusion.
The subscription ratio is 1-for-8, i.e. for every eight existing TOMORROW
FOCUS shares, shareholders are entitled to subscribe to one new share at
the issuing price of EUR 2.81 each. There will be no subscription rights
trading.
The subscription agent is Sal. Oppenheim jr. & Cie. KGaA in Cologne,
Germany, which is also authorised to carry out the subscription and
takeover of the new shares. Burda Group has provided an assurance to Sal.
Oppenheim jr. & Cie. KGaA that it will fully exercise the subscription
rights to which it is entitled under the terms of the capital increase.
Any shares that have not been subscribed to on the basis of the
subscription right after expiry of the subscription period will be offered
exclusively to the shareholders for subscription. To this end, every
shareholder entitled to subscribe to the shares will be entitled to submit
a binding offer to purchase additional shares from the capital increase at
the issuing price of EUR 2.81 per share (additional subscription) over and
above the subscription right that is allocated to this shareholder's
existing shares according to the subscription ratio.
Further details of the capital increase can be found in the subscription
offering which is currently scheduled for publication on 17 September 2009
in the electronic Federal Gazette (Bundesanzeiger) and in Financial Times
Deutschland.
Contact
Deputy Head of Group Communications & Investor Relations
TOMORROW FOCUS AG

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