After the pandemic-related losses in the past two years, a financial package of measures is necessary to ensure the necessary investments for the growth of the company and the refinancing of the CHF 100 million bond due in May 2023. The focus is on strengthening the capital base and a downstream renewal of debt financing. As a first step, MCH Group is planning to carry out a further capital increase with subscription rights for all shareholders.
Facts & Figures
- With the capital increases in 2020, MCH Group received CHF 69 million in cash and cash equivalents, and equity increased by CHF 93 million. At that time, the Canton of Basel-Stadt converted CHF 24.2 million of an existing loan of CHF 30 million into equity. Lupa Systems invested CHF 48 million.
- During the two Corona years, MCH Group’s business activities were largely at a standstill for around 20 months. It did manage to survive the pandemic period, but only thanks to the financial resources created in 2020, which had to be used for this purpose. MCH Group expects to have liquid funds of around CHF 100 million at the end of 2022 and will need a minimum of liquid funds of around CHF 50 million for its business activities. In other words, it will not be able to refinance the 100-million bond from its own resources after the two pandemic years.
- In 2020, the two anchor shareholders Canton of Basel-Stadt and Lupa Systems agreed on a so-called “backstop” to support the refinancing of the bond in equal parts if MCH Group is unable to repay it from its own resources.
- At least partial redemption of the bond will only be possible if the capital base is strengthened in advance by means of a capital increase. The current financial plan shows a necessary capital inflow of at least CHF 68 million.
- The government of the Canton of Basel-Stadt proposed to the parliament that Basel-Stadt participate in the capital increase by acquiring new shares in the amount of up to CHF 34 million. The responsible parliamentary commission supported the government council’s proposals. The parliament approved the proposed participation of Basel-Stadt. The decision is subject to a referendum period.
- Lupa Systems is willing to participate with the same amount and thus, if necessary, to go beyond the maximum investment amount of CHF 75 million envisaged in 2020.
- MCH Group’s business model and strategy are geared to keeping the company together in its present structure and putting it on course for solid growth. This includes strengthening Basel as an internationally important exhibition and congress venue.
- Lupa Systems stands 100% behind the business model and the corporate strategy, which is associated with a clear commitment to Basel as the main location. Lupa Systems’ commitment enables MCH to continue developing while at the same time easing the burden on the canton of Basel-Stadt.
“Basel-Stadt as well as Lupa Systems have every confidence in the path we are taking.”Andrea Zappia, Chairman of the Board of Directors
28 September 2022
Approval of the ordinary capital increase by the Extraordinary General Meeting. The proposal of the Board of Directors to the Extraordinary General Meeting was clearly approved with 91.5 % of the votes cast.
27 September 2022
Definition of the conditions of the planned ordinary capital increase: Up to 18,586,688 registered shares with a nominal value of CHF 1.00 each are to be issued. The offer price per new registered share has been set at CHF 4.75.
6 September 2022
Invitation Extraordinary General Meeting: Parameters of the proposed capital increase.
27 July 2022
Approval of an exemption from the obligation to make an offer (restructuring exemption) by the Swiss Takeover Board (TOB).
22 June 2022
Approval by the parliament of the Canton of Basel-Stadt of the participation of the Canton in the planned capital increase.
27 May 2022
Publication of the report of the Parliamentary Commission (“WAK”)
Bericht der WAK (PDF) – in German
23 May 2002
Approval by the Annual General Meeting of the capital reduction by reducing the nominal value to CHF 1.00, thus creating the necessary flexibility with regard to the planned capital increase.
13 April 2022
Publication of the proposals of the Government of the Canton of Basel-Stadt for the attention of the Parliament (“Ratschlag”)
Media Release MCH Group (PDF)
Ratschlag des Regierungsrats (PDF) – in German