U.S. Gold Corp. Announces Amendments to its Bylaws, Updates to its Corporate Governance Charters and Policies, and Execution of Certain Executive Employment Agreements

U.S. Gold Corp. (NASDAQ: USAU) (“U.S. Gold” or the “Company” – http://www.commodity-tv.net/c/search_adv/?v=298583) today announced that the Company has amended its bylaws, updated certain of its corporate governance policies and entered into employment agreements with Edward Karr, as Chief Executive Officer, and David Rector, as Chief Operating Officer.

Edward Karr, Chief Executive Officer, commented, “U.S. Gold is committed to creating a corporate framework that will allow our company to grow, develop and improve shareholder value.  We believe that amending our bylaws to provide a 1/3 quorum requirement for shareholder meetings is in-line with our industry peers and that strengthening our corporate governance policies will demonstrate our commitment to strong corporate governance.  In addition, the employment agreements with myself and David Rector will ensure continued strong leadership of U.S. Gold Corp.”

Bylaw Amendments

The Company amended and restated its Bylaws to reduce the quorum requirement for shareholder meetings from shareholders representing a majority of the shares entitled to vote to the minimum required by Nasdaq Stock Market Rule 5620(c) of one-third (33-1/3%) of the issued shares of the Corporation’s common voting stock.  In addition, the Bylaws were amended to reference U.S. Gold Corp. (formerly, Dataram Corporation) as the corporation and to make other non-material grammatical corrections.

Corporate Governance Charter Updates

The Board of Directors approved amendments to the Compensation Committee Charter, the Corporate Governance and Nominating Committee Charter, and the Technical Committee Charter.  These additions improve upon the existing charters and put them in line with industry standards.  Additionally, the Board of Directors of the Company has authorized and approved the reaffirmation of the Company’s Corporate Governance Principles and the Company’s Related Party Transactions Policies.

Employment Agreements

The Company entered into employment agreements with Edward Karr, as Chief Executive Officer, and David Rector, as Chief Operating Officer. Execution of these employment agreements ensure Mr. Karr and Mr. Rector will continue to provide strong and stable leadership in their current roles.

  • Karr has served as President, Chief Executive Officer, and Director of the Company since April 12, 2016. Mr. Karr is the founder of several investment management and investment banking firms in Geneva Switzerland and has been active in the natural resource industry for years. Mr. Karr was a founder and currently serves on the Board of Directors of Pershing Gold Corp. (NASDAQ: PGLC). Mr. Karr is a Director and Chair of the Audit Committee of Levon Resources (TSX: LVN). Previously, Mr. Karr worked for Prudential Securities in the United States and has been in the financial services industry for over twenty years.
  • Rector has served as Chief Operating Officer of the Company since December 22, 2017. Mr. Rector previously served Chief Operating Officer of Gold King Corp. Prior to his time with U.S. Gold Corp., Mr. Rector Chief Executive Officer and President of Valor Gold and Vice President of Finance & Administration at Pershing Gold (NASDAQ: PGLC).

More information and copies of U.S. Gold policies can be found on its website at www.usgoldcorp.com.

About U.S. Gold Corp.

U.S. Gold Corp. is a publicly traded U.S. focused gold exploration and development company. U.S. Gold Corp. has a portfolio of development and exploration properties. Copper King is located in Southeast Wyoming and has a Preliminary Economic Assessment (PEA) technical report, done by Mine Development Associates. Keystone is an exploration property on the Cortez Trend in Nevada, identified and consolidated by Dave Mathewson. For more information about U.S. Gold Corp., please visit www.usgoldcorp.gold.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the U.S. Securities Act of 1933, as amended, and U.S. Securities Exchange Act of 1934, as amended. Forward-looking statements in this press release and all other statements that are not historical facts, are made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements involve factors, risks, and uncertainties that may cause actual results in future periods to differ materially from such statements, including statements related to the improving shareholder value, comparisons of the amended corporate governance charters and bylaws to industry standards and ability to retain its executive officers. There are a number of factors that could cause actual events to differ materially from those indicated by such forward-looking statements. These factors include, but are not limited to, risks arising from: whether or not U.S. Gold Corp. will be able to raise capital through this offering or consummate this offering, the satisfaction of customary closing conditions, prevailing market conditions, the anticipated use of proceeds from the offering and the impact of general economic industry or political conditions in the United States or globally. A list and description of these and other risk factors can be found in the Company’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K filed with the Securities and Exchange Commission, which can be reviewed at www.sec.gov. We make no representation or warranty that the information contained herein is complete and accurate and we have no duty to correct or update any information contained herein.

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Notice Concerning the Conversion of ELNA Co., Ltd. into a Wholly Owned Subsidiary of TAIYO YUDEN CO., LTD. through Share Exchange

TAIYO YUDEN CO., LTD. (hereafter "TAIYO YUDEN") and ELNA CO., LTD. (hereafter "ELNA"), in Board of Directors meetings held today in each company, have resolved to conduct a share exchange that will make TAIYO YUDEN the wholly-owning parent company in the share exchange and will make ELNA the wholly owned subsidiary in the share exchange (hereafter "the share exchange") with effective date January 1, 2019 (scheduled). TAIYO YUDEN and ELNA hereby provide notification that the two companies have entered into an agreement on the share exchange (hereafter “the share exchange agreement") on this date, with details as follows.

The share exchange is scheduled to be conducted by TAIYO YUDEN in accordance with the procedures for simplified share exchange based on the provisions of Article 796, Paragraph 2 of the Companies Act, without obtaining approval at a General Meeting of Shareholders; and to be conducted by ELNA with the approval of an Extraordinary General Meeting of Shareholders scheduled to be held on December 4, 2018.

Ahead of the effective date of the share exchange (scheduled for January 1, 2019), ordinary shares of ELNA are scheduled to be delisted from the Second Section of Tokyo Stock Exchange, Inc. (hereafter "the Tokyo Stock Exchange"), effective December 26, 2018 (with December 25, 2018 as the last day of trading).

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Saturn Oil & Gas Inc. Increases Land Position and Provides Operational Update

Saturn Oil & Gas Inc. (“Saturn” or the “Company”) (TSX.V: SOIL) (FSE: SMK) is pleased to announce that the Company was the successful bidder on certain targeted parcels at the recent Crown land sale on October 2nd, 2018. The Company acquired 5 lease parcels totaling 5 sections, bringing Saturn’s total land position in the Kindersley area to 33.75 sections.

Saturn’s additional acreage builds on their existing Dodsland and Milton assets as well as two sections in the Plenty area. “Our technical team has been focusing on these assets for several months and excited with the perspectivity of these areas. We see good offsetting production and favorable reservoir for development,” stated Justin Kaufmann, Saturn’s VP of Exploration.

Saturn has successfully drilled 5 additional Viking horizontal wells since the news release dated September 17th, 2018. The Company has 9 additional horizontal wells planned for Q4/2018 which will commence in the coming weeks. Due to unfavorable weather conditions and the Company being ahead of schedule, Saturn has decided to take a 10 to 14 day break in drilling. This time is to allow the ground to freeze and avoid unnecessary costs associated with poor weather conditions. Completion operations on these 5 wells will move ahead during this time and the Company will release results on production as they come available.

The Company is pleased to announce that due to positive share price performance and continued growth in production, the Company has seen 7,731,972 share purchase warrants (the “Warrants”) exercised in connection with the private placements closed on June 30th, 2017 and November 30th, 2017. A total of 6,475,972 Warrants were exercised at a price of $0.15 and 1,256,000 Warrants were exercised at a price of $0.20. Total proceeds from Warrants exercised was $1.22 million and will be focused on growing asset base and development drilling.

Geoff Jones, CFO of Saturn says, "We are happy that our shareholders have chosen to exercise their warrants prior to their scheduled expiry. We view this as a strong endorsement of Saturn’s abilities to create value through the use of this capital in a sustainable and profitable way. The confidence of our shareholders is demonstrated with this investment in our team and our assets."

For a map of Saturn’s current land and operations please visit the website www.saturnoil.com.

About Saturn Oil & Gas Inc.

Saturn Oil & Gas Inc. (TSX.V: SOIL) (FSE: SMK) is a public energy Company focused on the acquisition and development of undervalued, low risk assets. Saturn is driven to build a strong portfolio of cash flowing assets with strategic land positions. De-risked assets and calculated execution will allow Saturn to achieve growth in reserves & production through retained earnings. Saturn’s portfolio will become its key to growth and provide long-term stability to shareholders.

 To learn more, please contact the Company at 1 (306) 955-9946 or visit: www.saturnoil.com 

On Behalf of the Board of Directors
SATURN OIL & GAS INC.

John Jeffrey, MBA – CEO & Chairman

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Certain statements contained herein constitute forward-looking statements. Such forward-looking statements are subject to both known and unknown risks and uncertainties which may cause the actual results, performances or achievements of the Company to be materially different from any future results, performances or achievements expressed or implied by such forward-looking statements. Except as required by law, the Company does not undertake any obligation to publicly update or revise any forward-looking statements.

Not for distribution to United States newswire services or for dissemination in the United States.

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asknet AG Reports 22% Revenue Increase in the First Half of 2018 and Is on Track for Further Accelerated Growth

  • Consolidated sales revenues increased by 22 percent to 41.41 million euros (1H 2017: 34.08 million euros)
  • Gross profit of 4.34 million euros (1H 2017: 4.31 million euros)
  • Negative earnings before taxes (EBT): -0.24 million euros, but losses reduced by over 50 percent compared to the same period of 2017 (1H 2017: -0.51 million)
  • Guidance 2018: steady growth in revenues and gross profit, EBT remains negative due to additional hiring and technology investments
  • Growth plan 2018-2020: accelerating current growth through additional investments including capital increase scheduled for completion in Q4 2018

asknet AG, an ecommerce services company majority owned by the Swiss-listed international technology and media company The Native SA (www.thenative.ch), achieved a strong increase in consolidated sales revenues of 22 percent to 41.41 million euros in the first six months of 2018. The increase is partly due to the high number of new customers acquired in the eCommerce Solutions Business Unit in the first half of the year. In addition, new shops that had already been set up in the second half of 2017 were further ramped up. asknet AG also gained new customers in the Academics Business Unit, which contributed to the good sales revenues’ development.

Gross profit, the key performance metric for the asknet Group’s business, rose from 4.31 million euros in the prior-year period to 4.34 million euros in the first half of 2018. The gross profit margin in relation to sales revenues declined from 12.6 percent to 10.5 percent. The lower growth rate of the company’s gross profit compared with the strong sales revenue growth is mainly explained with longer income recognition periods in the Academics Business Unit. In addition, some projects were rescheduled to the second half of the year.

Overall, the asknet Group improved earnings before tax (EBT) to -0.24 million euros in the first six months of 2018, after -0.51 million euros in the same period of the previous year. The consolidated net result for the period amounted to -0.47 million euros (previous year: -0.51 million euros).

In the eCommerce Solutions Business Unit, the successful ramp-up of new shops in the reporting period led to a 29 percent increase in revenues, totaling 30.72 million euros (previous year: 23.81 million euros). Gross profit in this business unit also increased significantly by 17 percent to 3.21 million euros. The under-proportional increase is in particular due to the larger number of small and medium-sized customers, which results in a weaker margin on the one hand, but a broader and more stable customer spectrum on the other. In the Academics Business Unit, asknet recorded a 4 percent increase in sales to 10.69 million euros. Gross profit fell from 1.56 million euros to 1.13 million euros. The 27 percent decline is mainly due to completed transactions that were not yet booked to gross profit and project postponements to the second half of the year.

Taking into account the strong results from the first half of the year, the company’s Executive and Supervisory Boards approved on September 26, 2018 the new growth plan for 2018-2020. It aims at providing asknet AG with additional capital to achieve a larger scale of business and sustainable long term profitability. The main focus lies on reinforcing staff in the areas of sales and marketing and developing new technologies and systems allowing for faster onboarding new clients and improving their retention rates. In connection with the new growth strategy, the company also revised its targets for 2018 and onwards. While asknet is continuing to forecast a strong growth in sales revenues and gross profit for the full year 2018, negative earnings before taxes (EBT) in a high six-digit range are accepted in the current year in favour of stronger growth. In parallel to continued high investments, the growth plan aims at further accelerating top-line-growth and exceeding the break-even point in 2019. By 2020, the company intends to at least double its sales revenues and gross profit in comparison to the levels budgeted for the full year 2018, and to achieve strong and sustainable profitability on an EBT basis.

To finance the growth plan, asknet AG’s Executive Board with approval of the Supervisory Board recently decided to execute a capital increase from cash contributions, issuing up to 93,395 new shares at a subscription price of EUR 10.5 per share. Shareholders are granted their statutory subscription rights. An investor, who is currently not a shareholder of asknet AG, will guarantee the capital increase and underwrite the shares that were not subscribed by existing shareholders until the end of the subscription period. The public offer in connection with the capital increase is to be made without a prospectus, but with a securities information sheet, which has been submitted for approval by the Federal Financial Supervisory Authority (BaFin). The approval will presumably be obtained in the course of the day. The subscription offer is expected to be published in the Federal Gazette (Bundesanzeiger) on October 4, 2018, with the capital increase to be fully exercised by the first week of November 2018.

Selected key figures of the Group

January 1 – June 30, 2018

Sales revenues: 41.41 million euros
Gross profits: 4.34 million euros
Gross profit margin (of sales revenues): 10.5%
EBT: -0,24 million euros
Net result for the period: -0,47 million euros
Financial debt: –

January 1 – June 30, 2017

Sales revenues: 34.08 million euros
Gross profits: 4.31 million euros
Gross profit margin (of sales revenues): 12.6%
EBT: -0.51 million euros
Net result for the period: -0.51 million euros
Financial debt: –

The full report on the first six months of 2018 is available on the company’s website at www.asknet.com as of today.

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Significant milestones reached in terms of the Altar transaction

Sibanye-Stillwater (Tickers JSE: SGL and NYSE: SBGL – http://www.commodity-tv.net/c/search_adv/?v=298572) is pleased to advise that significant milestones have been reached with the Arrangement Agreement to unlock value at its Altar copper-gold project with Regulus Resources Inc. (Regulus) and a newly formed subsidiary of Regulus, Aldebaran Resources Inc. (Aldebaran), to create a strategic partnership, as per the announcement on 29 June 2018.

The milestones include 99.8% of votes cast by Regulus shareholders being in favour of the Arrangement at its annual and special meeting held on 21 September 2018, as well as obtaining the requisite final court order from the Alberta Court of Queen’s Bench. The closure of the Arrangement is subject to the satisfaction of customary closing conditions, including receipt from the TSX Venture Exchange (TSX-V) of conditional listing approval for the Aldebaran shares.

As previously announced, the Arrangement sees Sibanye-Stillwater benefit from upfront proceeds (US$15 million), while retaining a direct interest in the project of either 40% or 20% (should Aldebaran exercise its additional earn in option) as well as an indirect exposure though its 19.9% shareholding in Aldebaran. Sibanye-Stillwater will also gain indirect exposure to the Argentine exploration assets that Aldebaran will be acquiring from Regulus as part of the Arrangement, including the Rio Grande and Aguas Calientes projects, amongst others.

Closure and implementation of the transaction is dependent on the successful listing of Aldebaran Resources on the TSXV which, subject to regulatory approval by the TSXV, is anticipated to occur during the fourth quarter of 2018.

For more information regarding the transaction, please refer https://www.sibanyestillwater.com/investors/transactions/altar  and to www.regulusresources.com  for the related Regulus announcements. 

Sibanye-Stillwater CEO, Neal Froneman commented: “We are pleased that these significant milestones has been achieved and recognize that it is an important step towards closing the transaction.  The support of the Regulus shareholders demonstrates the value creation that is expected to be realised through the implementation of this transaction, unlocking the upside potential of the Altar Project by providing it with the focus from the experienced Aldebaran team.”

FORWARD LOOKING STATEMENTS

This announcement contains forward-looking statements within the meaning of the “safe harbour” provisions of the United States Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this announcement may be forward-looking statements. Forward-looking statements may be identified by the use of words such as “will”, “would”, “expect”, “may”, “could” “believe”, “anticipate”, “target”, “estimate” and words of similar meaning. These forward-looking statements, including among others, those relating to our future business prospects, financial positions, ability to reduce debt leverage, business strategies, plans and objectives of management for future operations and the anticipated benefits and synergies of transactions, are necessarily estimates reflecting the best judgement of our senior management. Readers are cautioned not to place undue reliance on such statements. Forward looking statements involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye-Stillwater that could cause Sibanye-Stillwater’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. As a consequence, these forward-looking statements should be considered in light of various important factors, including those set forth in the Group’s Annual Integrated Report and Annual Financial Report, published on 30 March 2018, and the Group’s Annual Report on Form 20-F filed by Sibanye-Stillwater with the Securities and Exchange Commission on 2 April 2018 (SEC File no. 001-35785). These forward-looking statements speak only as of the date of this announcement. Sibanye-Stillwater expressly disclaims any obligation or undertaking to update or revise these forward-looking statements, save as required by applicable law.

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censhare AG parts with CEO Dieter Reichert and CFO Stephan Wehselau

The separation takes place against the background of a different view of the company’s strategic orientation among three of the four main shareholders, and thus with the vast majority of shareholdings, as well as the Supervisory Board on the one hand, and Dieter Reichert and Stephan Wehselau on the other. “The strategic orientation was unclear, and the failures to meet targets in the last quarters were again significant and unacceptable”, Dr Anastassia Lauterbach, Chair of the Supervisory Board said, explaining the committee’s decision.

The Supervisory Board is convinced that Jürg Weber is an excellent interim solution, as he is familiar with the organization for over 10 years and has demonstrated a high level of strategic competence and leadership as Managing Director in building up the highly successful Swiss subsidiary. “I thank the Supervisory Board for the trust it has placed in me. The clear focus of our work in the coming months will be to place censhare’s core competencies at the center of our thoughts and actions.”

Like the founding shareholders, Robert Motzke and Walter Bauer, and the strategic investor, the Supervisory Board supports the company 100 percent and is firmly convinced of censhare’s successful future with its leading software solution, established customer relationships, committed employees and innovative strength. Together with the Executive Board, it will work with great confidence and commitment to shape this future.

The Supervisory Board expressly thanks Dieter Reichert and Stephan Wehselau for their many years of work. Since censhare AG was founded, Dieter Reichert in particular has worked tirelessly for the company as CEO and mastermind.

We wish both of them all the best for their future.

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Notification of an acquisition of beneficial interest in securities

In accordance with section 122(3)(b) of the Companies Act 71 of 2008 (the Act), Regulation 121(2)(b) of the Companies Act Regulations, 2011 and paragraph 3.83(b) of the JSE Limited Listings Requirements, shareholders are hereby advised that Sibanye-Stillwater (Tickers JSE: SGL and NYSE: SBGL) http://www.commodity-tv.net/c/search_adv/?v=298294 has received formal notification that Van Eck Associates Corporation has acquired American Depositary shares issued by the Bank of New York Mellon (Depositary), each of which represents 4 ordinary shares issued by Sibanye-Stillwater to the Depositary. Van Eck Associates Corporation has now a total of 10.00% beneficial interest of the total issued ordinary shares of the Company.

Sibanye-Stillwater has, as required by section 122(3)(a) of the Act, filed the required notice with the Takeover Regulation Panel.

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Sibanye-Stillwater implements transaction with DRDGOLD Limited

Sibanye-Stillwater (Tickers JSE: SGL and NYSE: SBGL – http://www.commodity-tv.net/c/search_adv/?v=298294) is pleased to announce that all the conditions precedent to the DRDGOLD Limited (DRDGOLD) transaction have been fulfilled and that the transaction was implemented yesterday, 31 July 2018. Shareholders are referred to the announcement released on Wednesday, 22 November 2017 (Transaction Announcement), in terms of which, shareholders were advised that, inter alia, Sibanye-Stillwater would exchange selected surface gold processing assets and tailings storage facilities (TSFs), for newly issued DRDGOLD shares (the “Transaction”). Unless otherwise indicated, capitalised words and terms contained in this announcement shall bear the same meanings ascribed thereto in the Transaction Announcement.

Sibanye-Stillwater now owns 38.05% (265 000 000 DRDGOLD ordinary shares) of the issued share capital of DRDGOLD, currently worth R895.7 million*. In addition, pursuant to the Transaction, Sibanye-Stillwater has an option to subscribe for the Option Shares within 24 months from the date of implementation of the Transaction to further attain up to a 50.1% shareholding in DRDGOLD at a 10% discount to the 30 day volume weighted average traded price of a DRDGOLD share on the day prior to the date of exercise of the option.

Commenting on the Transaction, Neal Froneman, CEO of Sibanye-Stillwater, said: “We are excited about the partnership with DRDGOLD which unlocks value for our under-utilised surface infrastructure and TSFs, while retaining upside to the West Rand Tailings Retreatment Project and future growth in DRDGOLD. Further value will be derived from the future development of this long life surface reclamation project, which will benefit all of our stakeholders, particularly those in the region.”

For more information about this transaction, refer to https://www.sibanyestillwater.com/….

*DRDGOLD’s closing share price of R3.38 as at 31 July 2018 multiplied by the 265 million shares issued to Sibanye-Stillwater.

Contacts:

Email: ir@sibanyestillwater.com

James Wellsted

Head of Investor Relations

+27 (0) 83 453 4014

In Europe:

Swiss Resource Capital AG

Jochen Staiger

info@resource-capital.ch

www.resource-capital.ch

Sponsor: J.P. Morgan Equities South Africa (Proprietary) Limited

FORWARD LOOKING STATEMENTS

This announcement includes “forward-looking statements” within the meaning of the “safe harbour” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. The forward-looking statements set out in this announcement involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye-Stillwater, that could cause Sibanye-Stillwater’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. These forward-looking statements speak only as of the date of this announcement. Sibanye-Stillwater undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events, save as required by applicable law.

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Elanix Biotechnologies AG announces cash capital increase with indirect subscription rights from currently EUR 7,779,139 by up to EUR 777,910 to up to EUR 8,557,049

.

– Subscription period for current shareholders from July 27 to August 10, 2018 

– Subscription price for shareholders to be EUR 2.75

– Management explaining planned usage of capital raised and future milestones

Elanix Biotechnologies AG ("Elanix"; "Company"), a developer of tissue regeneration products and Advanced Skin Care in the field of dermatology and gynaecology, has announced a cash capital increase via an ad-hoc news today. According to the Management the capital increase will be used to strengthen the business activities by enlarging the product portfolio, by enlarging the distribution and sales network, by running a dynamic e-commerce campaign of the Elanix Advanced Care products, and by further investments in the development and industrialization of the Advanced Wound Care products.

Tomas Svoboda explaining: "Some milestones have already been achieved in the first half of 2018, including the passing of agreements with distribution partners and key accounts in Germany, France, Switzerland and Russia, the strengthening of the management team with an experienced COO&CFO and a Business Head for Advanced Skin Care, and the development of a new e-commerce website. The market launch of SKINrepair will take place during Q4 2018."

The capital increase will be legally designed in such a way that it does not require a securities prospectus under German law pursuant to §§ 3 (2) no. 5, 4 (2) German Prospectus Act ("WpPG") in the new version as of 21 July 2018. During the subscription period from (expected) 27 July to 10 August, shareholders may exercise their subscription rights (ISIN DE000A2G9KU4) by way of their depository bank and can subscribe to new shares of the Company at a ratio of 10:1 (ten existing shares allow a subscription of one new share) at a price of EUR 2.75 per new share. The subscription price is based on the average closing share price of the last five trading days at Frankfurt Stock Exchange before fixing the final issued share price minus 10% subscription discount.

In addition, shareholders can register for so-called supplement subscriptions ("over-subscription") through their depository bank but will not automatically be guaranteed an allotment of shares. Any shares not purchased in the course of the pre-emptive rights offering will be offered to selected investors in the form of a private placement. The share price for the private placement will be, at minimum, the offered share price during the subscription period. Totally up to 777,910 new shares might be issued through this cash capital increase. The subscription rights offer will be available on the company website at https://elanixbiotechnologies.com/… under Capital Increase in the Investor Relations section and also at Federal Gazette ("Bundesanzeiger") from expected July 27 on.

Disclaimer

This publication may not be published, distributed or transmitted, directly or indirectly, in the United States of America (including its territories and possessions), Canada, Japan or Australia or any other jurisdiction where such an announcement could be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons who are in possession of this document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This publication does not constitute an offer of securities for sale or a solicitation of an offer to purchase securities of Elanix Biotechnologies AG in the United States of America, Germany or any other juris-diction. In connection with this transaction there will be no publication of a securities prospectus.

Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. The securities referred to herein may not be offered or sold in the United States of America in the absence of registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The securities of Elanix Biotechnologies AG have not been, and will not be, registered under the Securities Act.

This announcement does not constitute a recommendation concerning the placement of securities described in this announcement. Investors should consult a professional advisor as to the suitability of the Placement for the person concerned.

In the United Kingdom, this document is only directed at persons who (i)are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.)(all such persons together being referred to as "Relevant Persons"). This document must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.

In member states of the European Economic Area which have implemented the Prospectus Directive (each, a "Relevant Member State"), this announcement and any offer, if made subsequently, is directed exclusively at persons who are "qualified investors" within the meaning of the Prospectus Directive. For these purposes, the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including the Directive 2010/73/EU), and includes any relevant implementing measure in the Relevant Member State.

No action has been taken that would permit an offering of the securities, a purchase of the securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.

This announcement also does not constitute a prospectus within the meaning of the EU Directive 2003/71/EC of the European Parliament and of the Council of 4 November 2003 as amended ("Prospectus Directive").

Forward-looking statements

This publication may contain certain forward-looking statements concerning the Company and its business. Such statements involve certain risks, uncertainties and other factors which could cause the actual results, financial condition, performance or achievements of the Company to be materially different from those expressed or implied by such statements. Readers should therefore not place undue reliance on these statements, particularly not in connection with any contract or investment decision. The Company disclaims any obligation to update these forward-looking statements.

The information contained in this release is NOT to be published OR forwarded in or into the United States of America, Australia, Canada or any other country where such a distribution or publication could be unlawful.

 

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asknet AG Annual Shareholders Meeting Elects New Chairman, the New Supervisory Board Sets the Path for Further Growth of the Business

asknet AG held its annual shareholders meeting today, which approved with 99.9% of the vote the annual report and a number of governance changes, all in line with the acquisition of control of asknet AG by the Swiss-listed The Native SA in November 2017 and asknet’s ongoing refocus on the profitable growth strategy across all of its business units.

Following the deep restructuring and transformation of asknet into a profitable business over recent years (the company returned to profitability in 2017), Mr. Tobias Kaulfuss, the former CEO of asknet AG, was elected as Chairman of the Supervisory Board of the company, with each of Joern Matuszewski and Norman Hansen continuing on the board of asknet AG. Mr. Sergey Skatershchikov, the Chief Financial Officer of asknet AG, was appointed the Chief Executive Officer of asknet AG.

The new Supervisory Board of asknet AG convened on June 28 after the annual shareholders meeting and has approved Mr. Skatershchikov’s proposal to institute a new governance structure for asknet’s second level of management with immediate effect, with Mr. Skatershchikov to act as Chairman of the Management Board, and other management board members to include Mr. Jan Schoettelndreier (head of eCommerce Solutions business unit), Mr. Michael Baumann (head of Academics business unit), Mr. Hubert Maurer (head of finance and administration), Mr. Noel Kienzle (head of technology and data security), and Mr. Aston Fallen (head of business development and marketing).

The new management board structure is aimed at improving the quality of executive decision-making as asknet moves into the fast growth stage of its business development. It assigns greater importance to technology and data security through an expanded executive mandate for Mr. Kienzle that now covers the entire asknet AG organization, and introduces the new role of the head of business development and marketing to reflect the increased focus on sales and key accounts management in the asknet AG.

“Over the last several years asknet AG has been restructured into a very efficient and customer-centric organization and is now in a great position to take further investment and support from its majority shareholder, The Native SA, to execute on the long term profitable growth and market consolidation plans”, commented Mr. Tobias Kaulfuss, the Chairman of the Supervisory Board of asknet AG.

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