Hogan Lovells advises Shop Apotheke on € 50m capital increase by placing 1.39m new bearer shares and on the placement of € 60m concurrent tap of existing convertible bonds to fund, inter alia, continuous growth strategy

Hogan Lovells has advised Shop Apotheke Europe N.V. ("Company"), a leading online pharmacy in Europe, on the placement of approximately 1.39m additional new bearer shares of the Company at an issue price of € 36.00 per new share, representing approximately 11.5% of the Company's outstanding share capital prior to the transaction, with institutional investors by way of an accelerated bookbuild.

The Company has completed a € 60m concurrent tap issue of its existing convertible bonds due 2023.  The new bonds will be issued on the same terms (save for the issue date, the issue price and the interest commencement date) as the existing bonds and shall be fully fungible, and form a single series with the existing bonds from the issue date.

Settlement of the new shares took place on 15 April 2019, settlement and delivery of the new bonds is expected to take place on 17 April 2019.  The new shares are expected to be admitted to listing and trading on the regulated market segment (Regulierter Markt) of the Frankfurt Stock Exchange with simultaneous admission to the sub-segment of the regulated market with additional admission obligations (Prime Standard).  Application is intended to be made for the new bonds to be included in the trading of the existing bonds on the unregulated open market (Freiverkehr) of the Frankfurt Stock Exchange.  In addition, the Company intends to arrange for an application to be made for the bonds (existing and new) to be listed and admitted to trading on Euronext Amsterdam, in due course.

The Company intends to use the net proceeds from the transaction primarily to fund its continuous growth strategy, including taking full advantage of e-script opportunity, a marketplace rollout and enhanced product offering and general corporate purposes.  

Barclays Bank PLC and Joh. Berenberg, Gossler & Co. KG acted as Joint Global Coordinator and Joint Bookrunner on the capital increase and the offering of the new bonds.

Hogan Lovells had previously advised Shop Apotheke on the issuance of € 75m convertible bonds, the acquisition of mail-order pharmacy Europa Apotheek (2017) as well as on Shop Apothek's initial public offering (2016). 

Hogan Lovells team for Shop Apotheke Europe N.V.

Frankfurt

Prof. Dr. Michael Schlitt (Lead, Partner), Dr. Susanne Lenz (Lead, Counsel), Dušan Stojković, (Senior Associate) (all Capital Markets);

Amsterdam

Victor de Vlaam (Partner), Leonie Huisman (Counsel), Aafke Pronk (Senior Associate), Chantalle Schoegje (Associate, all Corporate).


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