EVN AG / Key word(s): Capital Increase
05.10.2010 09:58
Dissemination of an Ad hoc announcement, transmitted by DGAP - a company of
EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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NOT FOR DISTRIBUTION IN THE UNITED STATES, CANADA, UNITED KINGDOM,
JAPAN OR AUSTRALIA
> Capital increase of up to 16,352,582 new shares with a subscription ratio
of 10:1
> Offering of up to 40,884,326 EVN shares (incl. 4,088,432 Greenshoe
shares) from the holdings of EnBW
> Price range: From EUR 10.50 to EUR 13.50
> Public offering to Austrian investors and private placement to
international investors
> Proceeds will be used to strengthen balance sheet by increasing issued
equity and thereby supporting credit rating, as well as for investments
in renewable energy projects in Lower Austria and the expansion of hydro
power energy capacities in other regions of Austria and in neighbouring
countries
With the Supervisory Board's approval, the Managing Board of EVN AG has
resolved on a capital increase from authorized capital through the
issuance of up to 16,352,582 new ordinary no-par value bearer shares. In
addition to the New Shares, up to 40,884,326 EVN shares (incl. 4,088,432
Greenshoe shares) from the holdings of EnBW Energie Baden-Württemberg AG
('EnBW'), together up to 57,236,908 will be offered.
This capital increase will increase the share capital of EVN AG from EUR
300,000,000 by up to 10% to up to EUR 330,000,000. The subscription ratio
will be 10:1, which means the existing shareholders will be entiteld to
subscribe for one new share for every ten outstanding shares held. The
price range has been set from EUR 10.50 to EUR 13.50. The subscription and
offer period for the new shares and the EVN shares from the holdings of
EnBW is expected to start on October 6, 2010 and end on October 20, 2010.
The new shares for which subscription rights are not exercised and the EVN
shares from the holdings of EnBW will be offered by way of a public
offering to retail and institutional investors in Austria and by way of
private placements to institutional investors outside Austria.
The final subscription and offer price, the final number of new shares and
the final number of the EVN shares from the holdings of EnBW will be
determined in a bookbuilding procedure, will be fixed upon expiry of the
subscription and offer period, which is expected to be October 20, 2010,
and is expected to be announced on October 21, 2010. Depending on the final
offer and subscription price and assuming the sale of the maximum number of
shares offered, the transaction volume may reach approximately EUR 687
million, whereby approximately EUR 196 million are allotted to the capital
increase of EVN AG and approximately EUR 491 million to the offer of EVN
shares (including Grenshoe shares) from the holdings of EnBW (based on a
subscription and offer price of EUR 12.00, the mid-point of the
subscription and offer price range).
The first trading day in the new shares on the Vienna Stock Exchange is
expected to be October 22, 2010. The new shares carry full dividend rights
from and including the fiscal year 2009/10.
The proceeds from the capital increase primarily benefits EVN Group's
balance sheet and thereby supporting EVN Group's credit rating. In
addition, the proceeds will be used to finance projects for the expansion
of renewable energy capacities in Lower Austria in the form of further
hydro power plants and wind parks as well as the expansion of hydro power
capacities in other regions of Austria and in neighbouring countries.
The prospectus for the public offer in Austria is still subject to the
approval by the Austrian Financial Market Authority. This approval is
expected to take place today, October 5, 2010.
The majority shareholder NÃ Landes-Beteiligungsholding GmbH with a
shareholding of currently 51% will fully exercise its subscription rights
and subscribe 51% of the new shares.
Deutsche Bank Aktiengesellschaft, Raiffeisen Centrobank AG and Société
Générale Corporate & Investment Banking are acting as Joint Bookrunners and
Joint Lead Managers in the offering. Barclays Capital, Macquarie Capital
(Europe) Limited and UniCredit are acting as Co-Lead Managers.
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Information and Explaination of the Issuer to this News:
This announcement does not contain or constitute an offer of, or the
solicitation of an offer to buy or subscribe for, securities to any person
in Australia, Canada, Japan, or the United States or in any jurisdiction in
which such offer or solicitation is unlawful. The securities referred to
herein may not be offered or sold in the United States absent registration
under the US Securities Act of 1933, as amended (the 'Securities Act') or
an exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act. Subject to certain exceptions, the
securities referred to herein may not be offered or sold in Australia,
Canada or Japan or to, or for the account or benefit of, any national,
resident or citizen of Australia, Canada or Japan. The offer and sale of
the securities referred to herein has not been and will not be registered
under the Securities Act or under the applicable securities laws of
Australia, Canada or Japan. There will be no public offer of the
securities in the United States.
A public offer may only be made in Austria after publication of a
prospectus prepared in accordance with the provisions of the Austrian
Capital Markets Act and approved by the Austrian Financial Market
Authority. Any securities orders received prior to the commencement of a
public offer will be rejected. If a public offer is made in Austria, a
prospectus prepared in accordance with the provisions of the Austrian
Capital Markets Act and the Stock Exchange Act will be published and will
be available free of charge at EVN AG, EVN Platz, 2344 Maria Enzersdorf,
Austria [and Raiffeisen Centrobank AG, TegetthoffstraÃe 1, 1015 Wien,
Ãsterreich.
Mag. Stefan Zach, MAS
EVN Platz
2344 Maria Enzersdorf
Tel.: 0043(0)2236 200-122 94
Fax: 0043(0)2236 200-822 94
Mobil: 0043(0)676 810 322 94
stefan.zach@evn.at
www.evn.at
05.10.2010 09:58 DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: EVN AG
EVN Platz
2344 Maria Enzersdorf
Ãsterreich
Phone: +43-2236-200-12294
Fax: +43-2236-200-82294
E-mail: info@evn.at
Internet: www.evn.at
ISIN: AT0000741053
WKN: 074105
Indices: ATX
Listed: Foreign Exchange(s) Wien (Amtlicher Handel / Official Market)
End of Announcement DGAP News-Service
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DGAP-Adhoc: EVN AG: Ad-hoc announcement: EVN resolves on capital increase - transaction together with EnBW
| Source: EQS Group AG