Ad-hoc | 18 June 2003 17:30
INTERSHOP Communications
english
Intershop consolidates Group structure
Ad-hoc-announcement transmitted by DGAP.
The issuer is solely responsible for the content of this announcement.
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Intershop consolidates Group structure
Founder and CEO Schambach increases stake to 19.26%
Jena , June 18, 2003 – Intershop Communications AG today confirmed that the
share swap announced on January 23, 2002, under which CEO and co-founder Stephan
Schambach has swapped his shares in subsidiary Intershop Communications, Inc.
for common bearer shares in the parent company, Intershop Communications AG, is
now complete.
Under the transaction, Mr. Schambach exchanged his 4,166,665 shares in Intershop
Communications, Inc., the US subsidiary that is majority-owned by Intershop
Communications AG, for 2,499,999 common bearer shares of Intershop
Communications AG. To this end, Intershop Communications AG issued 2,499,999 new
common bearer shares from Conditional Capital III.
This increases the number of shares of Intershop Communications AG that have
been issued by 12,8%, from 19,535,300 before the implementation of the share
swap to 22,035,299 afterwards. The company expects the transaction will dilute
the consolidated earnings per share for fiscal year 2003 by approximately 6%. As
a result of the swap, Mr. Schambach’s interest in the capital of Intershop
Communications AG has increased from 8.93% before the implementation of the
share swap to 19.26% afterwards.
The share swap represents a consolidation of the shareholder structure within
the Intershop Group between one of the subsidiaries and the parent company,
Intershop Communications AG. The transaction facilitates the consolidation of
the ownership structure that arose following the company’s IPO in 1998.
In the course of the preparations for the IPO of the newly founded Intershop
Communications AG in 1998, Mr. Schambach was granted the right to swap his
interest in Intershop Communications, Inc. for common bearer shares of Intershop
Communications AG within a period of five years. As a result of the swap, Mr.
Schambach’s entire stake in Intershop Communications, Inc. has been transferred
to Intershop Communications AG, which will hold 100% of the common stock of
Intershop Communications, Inc. following the completion of the transaction.
end of ad-hoc-announcement (c)DGAP 18.06.2003
Issuer’s information/explanatory remarks concerning this ad-hoc-announcement:
Investor Relations and Press:
Klaus F. Gruendel
T: +49-40-3641-50-1307
F: +49-40-3641-50-1002
k.gruendel@intershop.com
http://www.intershop.de
About Intershop
Intershop Communications (Nasdaq: ISHP; Prime Standard: ISH1) is the market
leader in Unified Commerce Management, which can create strategic
differentiation for companies by integrating online commerce processes across
the extended enterprise. Intershop Enfinity, based on the best practices of
Unified Commerce Management, enables companies to manage multiple business units
from a single commerce platform, optimize their business relationships, improve
business efficiencies and cut costs to increase profit margins. By streamlining
business processes, companies can achieve a higher return on investment at a
lower total cost of ownership, increasing the lifetime value of customers and
partners. Intershop has more than 300 enterprise customers worldwide in a broad
range of industries, including multichannel retail and high technology.
Customers including Hewlett-Packard, Bosch, BMW, TRW, Bertelsmann, Otto and
Homebase have selected Intershop’s Enfinity as the cornerstone of their global
online commerce strategies. More information about Intershop can be found on the
Web at http://www.intershop.com.
This news release contains forward-looking statements regarding future events or
the future financial and operational performance of Intershop. Actual events or
performance may differ materially from those contained or implied in such
forward-looking statements. Risks and uncertainties that could lead to such
difference could include, among other things: Intershop’s limited operating
history, the unpredictability of future revenues and expenses and potential
fluctuations in revenues and operating results, significant dependence on large
single customer deals, consumer trends, the level of competition, seasonality,
risks related to electronic security, possible governmental regulation, and
general economic conditions. Additional information regarding factors that
potentially could affect Intershop’s business, financial condition and operating
results is included in Intershop’s filings with the Securities and Exchange
Commission, including the Company’s Form 20-F dated June 6, 2003.
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WKN: 747292; ISIN: DE0007472920; Index: NEMAX 50
Listed: Geregelter Markt in Frankfurt (Prime Standard); Freiverkehr in Berlin-
Bremen, Düsseldorf, Hamburg, Hannover, München und Stuttgart
181730 Jun 03