DGAP-News: UNIWHEELS AG / Key word(s): IPO UNIWHEELS AG: ITF: UNIWHEELS AG INTENDS TO PROCEED WITH INITIAL PUBLIC OFFERING AND TO LIST SHARES ON WARSAW STOCK EXCHANGE (news with additional features) 30.03.2015 / 08:30 --------------------------------------------------------------------- NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL For immediate release Bad Dürkheim, 30th March 2015: UNIWHEELS AG (the "UNIWHEELS" or the "Company" and together with its subsidiaries the "Group" or the "UNIWHEELS Group"), one of Europe's largest OEM wheel suppliers to the automotive industry and the leading European manufacturer of aftermarket alloy wheels, announces today, that the Company intends to proceed with a public offering and to apply for listing and trading of the Company's shares on Warsaw Stock Exchange. The Offering The planned initial public offering will consist of up to 2,400,000 newly issued shares by the Company, as well as of up to 2,400,000 shares offered by the existing shareholder UNIWHEELS Holding (Malta) Ltd. (these values are of indicative nature and the final structure of the offering may differ depending on, among others, demand). Currently UNIWHEELS Holding (Malta) Ltd. is the sole shareholder of the Company holding 10,000,000 shares representing 100% of capital and 100% of voting rights. Mr Ralf Schmid who is a founder and CEO of the Company holds 92% of voting rights and Mr Michael Schmid holds 8% of voting rights in UNIWHEELS Holding (Malta) Ltd. The offering will consist of a public offering to retail and institutional investors in Poland and a private placement for institutional investors outside the United States (excluding Poland) in reliance on Regulation S under the U.S. Securities Act of 1933. There will be no public offering outside of Poland. The Company plans to use the net proceeds of the offering to partly finance construction of a new production plant in Poland. The offering is planned to be conducted in 2Q 2015, however the final decision on the date of the offering will depend on market conditions. All details of the offering will be available in the prospectus following approval by the German Federal Financial Supervisory Authority (BaFin) and passporting of the prospectus to the Polish Financial Supervisory Authority (KNF). Dom Maklerski mBanku S.A. is acting as Global Coordinator, Joint Bookrunner and Joint Offering Agent, mCorporate Finance S.A. is acting as a Corporate Finance Advisor, mBank S.A. is acting as Underwriter and Bank Zachodni WBK S.A. is acting as a Joint Bookrunner, Joint Offering Agent and Underwriter. About UNIWHEELS The UNIWHEELS Group is one of Europe's largest OEM wheel suppliers to the automotive industry and the leading European manufacturer of aftermarket alloy wheels (well-known brands ATS, RIAL, ALUTEC and ANZIO). Currently, the Group has three production plants, two of them are based in Poland (Stalowa Wola), and one in Germany (Werdohl). The UNIWHEELS Group is one of the leading suppliers of alloy wheels for passenger cars in Europe and one of the few technology leaders in the aluminium wheels business. The Company believes that in 2014 the Group was the third largest alloy wheel producer in Europe in terms of revenues with a market share of approximately 11% and the leader in the aftermarket sector with a market share of approximately 13% in terms of volumes sold. The Company believes that in 2013 the UNIWHEELS Group was the third largest market player in the European OEM sector in terms of revenues from sale to light weight car manufacturers in Europe. In 2014, the UNIWHEELS Group sold 7.2 million wheels (an increase of 5.2% over the previous year). The sales of wheels increased substantially both in the automotive industry segment and in the accessory market segment. In 2014, the UNIWHEELS Group delivered 5.8 million wheels to the OEM (Original Equipment Manufacturer) customers - renowned car manufacturers like Audi, BMW/MINI, Mercedes/AMG, Jaguar/Land Rover, PSA, Volvo and others and 1.4 million of wheels to the aftermarket customers under the brands ATS, RIAL, ALUTEC and ANZIO. Two UNIWHEELS Group factories based in Stalowa Wola are responsible for approx. 83% of the total Group production. In 2014 over 6 million wheels were sold from Poland-based factories. UNIWHEELS Group employs over 1800 employees in Poland. The Group's German plant in Werdohl has approx. 370 employees and had an output of approx. 1.2 million high-end wheels sold in 2014. The Company recently announced its plans of expanding its production in Poland by building a third plant there, which allows to increase capacities of the Polish factories by approx. 1.9 million wheels by the end of 2017. â UNIWHEELS Group financial results 2013-2014 (in EUR million unless otherwise stated, audited) 2014 2013 +/- Revenue 362.6 337.2 +7.5% Sales volume (million pieces) 7.2 6.9 +5.2% Gross profit 146.7 128.3 +14% EBITDA 46.8 38.3 +22% EBITDA margin (% to total operating performance*) 12.6% 11.3% +1.3PP EBIT 32.6 23.6 +38% EBIT margin (% to total operating performance*) 8.8% 7.0% +1.8PP Group consolidated profit 22.8 13.2 +73% Personnel (# persons) 2,366 2,141 +10% The audited consolidated financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union ("IFRS") * Total operating performance = revenue + changes in inventories of finished and work in progress + own work capitalised For more information please contact: Oliver Madsen Head of Investor Relations o.madsen@de.uniwheels.com UNIWHEELS AG Gustav-Kirchhoff-Str. 10 67098 Bad Dürkheim Germany www.uniwheels.com Piotr Piotrowski Corporate Communications p.piotrowski@ccgroup.com.pl CC Group sp. z o.o. Tel (+48) 22 440 1 440, 697 613 010 â This announcement is not an offer of securities for sale in Australia, Canada, Japan or the United States. Securities may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended (the "Securities Act") or an exemption from registration. The securities referred to herein have not been and will not be registered under the Securities Act. No public offering of the securities will be made in the United States. This announcement is for promotional purposes only and under no circumstances shall constitute the basis for a decision to invest in the shares of UNIWHEELS AG (the "Company"). The Company has submitted a prospectus (the "Prospectus") prepared in connection with the public offering and admission of the Company's shares to trading on the Warsaw Stock Exchange ("WSE") for approval to Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"). Once approved by the BaFin, the Prospectus will be the sole legally binding announcement containing information on the Company and the offering of its shares in Poland (the "IPO"). The Company will be authorized to carry out the IPO to the public in Poland once the Prospectus has been approved by the BaFin, the German Federal Financial Supervisory Authority, and once Komisja Nadzoru Finansowego, the Polish Financial Supervisory Authority, has been notified by BaFin of the approval of the Prospectus and has received a certificate of the approval of the Prospectus along with a translation of its summary into Polish language, and once the Company has made the prospectus publicly available. For the purposes of the IPO and admission of the Company's shares to trading on the WSE, the Company will make the Prospectus available on the Company's website www.uniwheels.com Statements contained herein may constitute "forward-looking statements". Forward-looking statements are generally identifiable by the use of the words "is likely to", "aim", "may", "will", "should", "plan", "expect", "anticipate", "estimate", "believe", "intend", "project", "goal" or "target" or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements involve a number of known and unknown risks, uncertainties and other factors that could cause the Company's or its industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. The Company does not undertake publicly to update or revise any forward-looking statement that may be made herein, whether as a result of new information, future events or otherwise. It may be unlawful to distribute this announcement in certain jurisdictions. This announcement is not for distribution in Canada, Japan or Australia. The information in this announcement does not constitute an offer of securities for sale in Canada, Japan or Australia. The Global Coordinator, Joint Bookrunners Joint Offering Agents or Underwriters do not intend to disclose the extent of any individual investments or transactions otherwise than in accordance with any legal or regulatory obligations to do so. None of the Global Coordinator, Joint Bookrunners, Joint Offering Agents or Underwriters or any of their respective subsidiary undertakings, affiliates or any of their respective directors, officers, employees, advisers, agents or any other person accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy, completeness or fairness of the information or opinions in this announcement or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available, or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith. +++++ Additional features: Document: http://n.equitystory.com/c/fncls.ssp?u=KKDIVPJFBL Document title: UNIWHEELS ITF --------------------------------------------------------------------- 30.03.2015 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------- 338853 30.03.2015
DGAP-News: UNIWHEELS AG: ITF: UNIWHEELS AG INTENDS TO PROCEED WITH INITIAL PUBLIC OFFERING AND TO LIST SHARES ON WARSAW STOCK EXCHANGE (news with additional features)
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