Fastned Will List on Euronext Tomorrow; Issue of New Depositary Receipts Delayed

AMSTERDAM, June 20, 2019 /PRNewswire/ --

Fastned B.V. ("Fastned" or the "Company"), the fast-charging company that is building a European network of fast-charging stations for fully electric vehicles, will start trading on Euronext Amsterdam this Friday. The issue of new depositary receipts announced last week is being postponed due to market-related circumstances, including the increased uncertainty this week about goverment policy in relation to fiscal incentives for electric vehicles in the Netherlands. Trading in depository receipts on Euronext will start tomorrow, Friday, June 21, 2019.

Fastned is building a European network of fast charging stations and recently opened its first station in the United Kingdom. The company is currently building charging stations in Germany and the Netherlands. Fastned already has a network of 101 stations, 88 of which in the Netherlands and 12 in Germany. In recent years, Fastned's revenue grew by 10% month on month, outpacing the growth in the number of electric cars. Investing in the growth of its network is the reason for Fastned to list on Euronext. This listing will increase Fastned's access to capital markets and gives Fastned additional funding flexibility to help realise its growth strategy.

A week ago, Fastned published its intention to combine its listing on Euronext with the issue of new depository receipts. This was done on the basis of positive signals from the market. However, based on current market-related circumstances, including increased uncertainty regarding fiscal stimulation of electric vehicles in the Netherlands, and the response from investors in recent days on this matter, Fastned has decided to postpone the issue.

For Fastned, this means that it will list on Euronext on Friday, 21 June 2019, thereby achieving its goal to gain access to a larger capital market. The postponement of the issue means that there will be no dilution for current holders of the depository receipts. In the coming period, Fastned expects to continue its growth path and add new charging stations to its network. These developments are funded with proceeds from earlier bond issues and capital raises. These new stations will also contribute to future revenue growth and profitability. Depending on the development of market sentiment, Fastned may in due time come to market with a new offer.

In addition, from 25 June 2019 Fastned will have a supervisory board consisting of Bart Lubbers as chairman (Bart is one of the founders of Fastned), and Hans Streng (vice-chairman) and Hans Michels as independent members.

Michiel Langezaal (Co-founder & CEO): "I am very proud that tomorrow Fastned will be listed on Euronext. This is an important milestone in the development of the company. The issue of new depositary receipts for shares has now been postponed, but the listing on Euronext has expanded the possibilities for financing. " 

Migration process  

Information for DR holders who wish to migrate from Nxchange to Euronext Amsterdam is provided on Fastned's website (https://ir.fastnedcharging.com/) and via the Nxchange messaging system. DR holders that do not make use of the possibility to migrate from Nxchange to Euronext Amsterdam, will continue to be able to trade their DRs on Nxchange as long as Nxchange facilitates this option on its platform.

The migration process for DR holders that wish to migrate from Nxchange to Euronext Amsterdam will consist of the following main steps:

(i) in so far as a DR holder does not yet have a securities account with access to Euronext Amsterdam, a DR holder will need to open such a securities account with a bank or stockbroker;

(ii) a DR holder will need to complete the conversion form which is available on Fastned's website (https://ir.fastnedcharging.com/) and make a screenshot of its DR position on Nxchange;

(iii) the completed conversion form together with the aforementioned screenshot is to be submitted per e-mail or per post by the DR holder to ING (the "Listing and Paying Agent");

(iv) the Foundation will exchange the current DRs (ISIN NL0010732244) held by the relevant DR holder into new DRs (ISIN NL0013654809) that will be tradeable on Euronext Amsterdam by means of a cancellation of the relevant existing DRs and simultaneous issuance of an equivalent number of DRs; and

(v) the new DRs are delivered in book-entry form through the facilities of Euroclear Nederland by the Listing and Paying Agent to the securities account of the relevant DR holder.

Steps (i) through (iii) are hereinafter referred to as the "Preparatory Steps" and steps (iv) and (v) are hereinafter referred to as the "Conversion Steps". Upon receipt of the conversion request pursuant to step (iii), the Nxchange account of the relevant DR holder will be locked and the DR holder will not be able to trade any DRs on Nxchange. After the migration process has been completed from Nxchange to Euronext Amsterdam, it will not be possible to re-convert DRs that are tradeable on Euronext Amsterdam back to DRs that are tradeable on Nxchange.

The duration of the migration process will depend on the timing of the effectuation of the Preparatory Steps. Up to and including 31 Augustus 2019 (the "Initial Migration Period"), it will be possible to complete the migration process on a daily basis, resulting in a time period of up to three business days for the effectuation of the Conversion Steps. From 1 September 2019 up to and including 9 October 2019, it will be possible to complete the migration process on a weekly basis, resulting in a time period of up to five business days for the effectuation of the Conversion Steps. As of 10 October 2019, it will only be possible to complete the migration process on a monthly basis. The Company, the Foundation, Nxchange and the Listing and Paying Agent do not accept any liability for any loss incurred by any person as a result of any delay in the effectuation of the Conversion Steps.

During the Initial Migration Period, Fastned will cover the costs involved in the effectuation of the Conversion Steps. After the Initial Migration Period, the costs related to the effectuation of the Conversion Steps for an individual migration, such as any fees charged by Nxchange, will be for the account of the relevant DR holder. Depending on a DR holder's bank or stockbroker, such costs could (in part) be borne by the DR holder's bank or stockbroker.

Notes for editors (not for publication):  

About Fastned:  

Fastned is a charging company that is building a European network of fast charging stations where fully electric vehicles can charge as fast as possible. The stations are located at high traffic locations along highways and in cities, where electric cars charge in an average of about 20 minutes. This will give drivers of fully electric vehicles the freedom to drive across Europe. As of today, Fastned has 101 stations operational in the Netherlands, Germany and the United Kingdom, and is working on expanding its fast charging network to the rest of Europe. Fastned is currently simultaneously building fast charging stations in the Netherlands, Germany and the United Kingdom, and preparing for building its first stations in other countries, with a focus on Belgium, Switzerland and France. More information: fastnedcharging.com.

Important Legal Information  

This announcement is for information purposes only and is not intended to constitute, and should not be construed as, an offer to sell or a solicitation of any offer to buy the securities of the Company (the Securities). The Securities have not and will not be registered under the US Securities Act of 1933, as amended (the US Securities Act) and may not be offered or sold in the United States absent registration or an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. This press release contains inside information within the meaning of article 7 (1) to (4) of Regulation (EU) No 596/2014 (Market Abuse Regulation).

The financial information contained in this press release has not been audited or reviewed by an external auditor and are provided 'as is'. Fastned or any of its affiliates do not warrant the accuracy, adequacy or completeness of the information and materials and expressly disclaim liability for any errors or omissions.

This announcement may include forward-looking statements, which are based on the Company's current expectations and projections about future events and speak only as of the date hereof. By their nature, forward-looking statements involve known and unknown risks, uncertainties, assumptions and other factors because they relate to events and depend on circumstances that will occur in the future whether or not outside the control of the Company. Such factors may cause actual results, performance or developments to differ materially from those expressed or implied by such forward-looking statements. Accordingly, no undue reliance should be placed on any forward-looking statements. The Company operates in a rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible to predict all risks and uncertainties, nor to assess the impact that these factors will have on the Company. The Company expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statements contained in this announcement to reflect any change in its expectations or any change in events, conditions or circumstances on which such statements are based unless required to do so by applicable law. You are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date they are made.

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