DGAP-Ad hoc: Paragon AG

DGAP-Adhoc: Paragon AG passes resolution to increase capital: up to 411,478 new shares will be issued, with subscription rights excluded

paragon AG / Key word(s): Capital Increase

04.10.2016 17:35

Disclosure of an inside information according to Article 17 MAR, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement.

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paragon AG passes resolution to increase capital: up to 411,478 new shares will be issued, with subscription rights excluded

Delbrück, Germany, October 4, 2016 - With the approval of the Supervisory Board, the Management Board of paragon AG (ISIN DE0005558696) has today resolved to increase the company's share capital by issuing up to 411,478 new no-par-value bearer shares from authorized capital 2016/I in exchange for a cash contribution and to exclude shareholders' subscription rights. The new shares will carry dividend rights as of January 1, 2016.

As part of a private placement by means of an accelerated book-building process, the plan is to offer the new shares to qualified and other investors in accordance with the applicable exemption provisions governing domestic and foreign private placements.

Majority shareholder and company founder Klaus Dieter Frers, who sits on the Management Board, has signed a subscription declaration agreement with the company to subscribe for new shares as part of the accelerated book- building process, thus safeguarding the majority interest of Klaus Dieter Frers in the future.

The private placement begins on October 4, 2016, and is set to end on October 5, 2016. Upon completion of the accelerated book-building process, the company's Management Board will, with the approval of the Supervisory Board, pass a separate resolution on the placement price of the new shares - which will not be significantly below the share price of the paragon AG share - and the issue volume, and make final announcements in both matters.

paragon AG intends to use the cash flow generated from the capital increase to continue the company's course of growth, especially in the Electromobility division, and to maintain a solid balance sheet structure in the long term.

The transaction will be supported by Hauck & Aufhäuser as sole global coordinator and sole bookrunner.

Disclaimer:

THIS PUBLICATION IS A MANDATORY NOTIFICATION ACCORDING TO ARTICLE 17 MAR. IT IS FOR INFORMATIONAL PURPOSES ONLY AND CONSTITUTES NEITHER AN OFFER TO SELL NOR AN INVITATION TO TREAT NOR AN INVITATION TO SUBSCRIBE TO SHARES OR OTHER SECURITIES OF PARAGON AG. A PUBLIC OFFERING OF SECURITIES IS NOT TAKING PLACE AND IS NOT INTENDED.

THIS PUBLICATION AND THE INFORMATION CONTAINED HEREIN ARE NOT INTENDED FOR DIRECT OR INDIRECT DISCLOSURE OR PUBLICATION IN THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, OR JAPAN. THE PARAGON AG SECURITIES DESCRIBED HEREIN ARE NOT AND WILL NOT BE REGISTERED PURSUANT TO THE APPLICABLE VERSION OF THE U.S. SECURITIES ACT OF 1933 ("SECURITIES ACT") OR THE LAWS OF A U.S. STATE AND MAY ONLY BE SOLD OR OFFERED FOR SALE IN THE UNITED STATES OF AMERICA ON THE BASIS OF AN EXEMPTION FROM THE REGISTRATION REQUIREMENT SET OUT IN THE SECURITIES ACT OR THE LAWS OF A U.S. STATE OR IN THE EVENT OF SUCH REGULATIONS BEING NON-APPLICABLE. THERE WILL BE NO PUBLIC OFFERING OF SECURITIES IN THE UNITED STATES OF AMERICA.

Further information is available at www.paragon.ag/en/investors.

Company Profile

Listed in the regulated market (Prime Standard) of Deutsche Börse AG in Frankfurt am Main, paragon AG (ISIN DE0005558696) develops, produces, and sells innovative automotive electronics solutions. The portfolio of this direct supplier to the automotive industry includes products in the business segments of Sensors, Acoustics, Cockpit, E-mobility and Body Kinematics. In addition to its headquarters in Delbrück (North Rhine- Westphalia), paragon AG and its subsidiaries have locations in Suhl (Thuringia), Nuremberg (Bavaria), St. Georgen (Baden-Württemberg), and Bexbach (Saarland), as well as in Kunshan (China) and Austin (Texas, USA).

Financial Press Contact & Investor Relations

paragon AG Dr. Kai Holtmann Artegastraße 1 D-33129 Delbrück Phone: +49 (0) 52 50 - 97 62-140 Fax: +49 (0) 52 50 - 97 62-63 E-Mail: kai.holtmann@paragon.ag

04.10.2016 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de

--------------------------------------------------------------------------- Language: English Company: paragon AG Schwalbenweg 29 33129 Delbrück Germany Phone: +49 (0)5250 97 62 - 0 Fax: +49 (0)5250 97 62 - 60 E-mail: investor@paragon.ag Internet: www.paragon.ag ISIN: DE0005558696, DE000A1TND93 WKN: 555869, A1TND9 Listed: Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich, Stuttgart, Tradegate Exchange End of Announcement DGAP News-Service ---------------------------------------------------------------------------