Company announcement no.10/2010, June 15, 2010
NOT FOR RELEASE OR DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH
AFRICA
Exercise in full of the over-allotment option
Total initial public offering size increased to DKK 5,521 million
Chr. Hansen Holding A/S (“Chr. Hansen”) announces, in relation to its initial
public offering, the Joint Global Coordinators, Credit Suisse and J.P. Morgan
(on behalf of the Managers), have exercised in full their over-allotment
option, resulting in the purchase from Financière Star 1 S.A. of 5,577,074
additional shares at the offer price of DKK 90 per share.
As a result, the total number of Chr. Hansen shares offered to the market in
connection with its initial public offering amounts to 61,347,806 shares,
(which represents a free float of 42.3%), thereby increasing the offering size
to DKK 5,521 million.
After the exercise of the over-allotment option, Financière Star 1 S.A. will
hold approximately 55.6% of the share capital and voting rights of Chr. Hansen.
Credit Suisse Securities (Europe) Ltd (“Credit Suisse”), Danske Markets
(Division of Danske Bank A/S), J.P. Morgan Securities Ltd. (“J.P. Morgan”),
Morgan Stanley & Co. International plc and SEB Enskilda (part of Skandinaviska
Enskilda Banken AB (publ)) are acting as Joint Bookrunners and Carnegie Bank
A/S and Crédit Agricole Corporate and Investment Bank are acting as Co-Lead
Managers.
For further information, please contact:
Ole Andersen, Chairman
Tel: +45 4574 7109
Lars Frederiksen, CEO
Tel: +45 4574 7474
Ulrik Soendergaard, Corporate Communications
Tel: +45 4574 7109
About Chr. Hansen
Chr. Hansen is a global bioscience company that develops natural ingredient
solutions for the food, nutritional, pharmaceutical and agricultural industries.
All solutions are based on strong research and development competencies and
significant technology investments. Revenue in FY2008/09 was EUR 511 million.
The company enjoys market leadership in all its divisions: Cultures & Enzymes,
Health & Nutrition and Colors & Blends. There are more than 2,200 dedicated
employees in over 30 countries. For further information, please visit
www.chr-hansen.com.
DISCLAIMER
The securities being offered have not been, and will not be, registered under
the United States Securities Act of 1933, as amended (the "U.S. Securities Act")
or any U.S. state securities laws, and may not be offered or sold in the United
States absent registration or any applicable exemption from the registration
requirement of the U.S. Securities Act and applicable U.S. state securities
laws.
The information contained herein does not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the securities
referred to herein in the United States or any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration, exemption from
registration or qualification under the securities laws of any jurisdiction.
No public offer of securities is made outside of Denmark. Any offer of
securities that may be deemed to be made pursuant to this communication in any
EEA Member State that has implemented Directive 2003/71/EC (together with any
applicable implementing measures in any Member State, the "Prospectus
Directive") is only addressed to and is only directed at qualified investors in
that Member State within the meaning of the Prospectus Directive.
These materials are only being distributed to and are only directed at (i)
persons who are outside the United Kingdom, subject to applicable laws or (ii)
persons who have professional experience in matters relating to investments
falling within the definition of "investment professionals" in Article 19(5) of
the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005
(the "Order"), and (iii) high net worth entities, and other persons to whom it
may lawfully be communicated, falling within Article 49(2) of the Order (all
such persons together being referred to as "relevant persons"). Any investment
or investment activity to which these materials relate will only be available to
and will only be engaged with, relevant persons. Any person who is not a
relevant person should not act or rely on this document or any of its contents.
This announcement may contain forward-looking statements including statements
pertaining to the exercise of the over-allotment option and the capital
structure of Chr. Hansen. These statements are based on current expectations
that involve a number of risks and uncertainties which could cause actual
results to differ from those anticipated. A number of factors could cause actual
results and developments to differ materially from those expressed or implied by
the forward-looking statements including, without limitation: conditions in the
markets; the financial position, cash flows and liquidity of the Company;
changing business or other market conditions; and general economic conditions.
These and other factors could adversely affect the outcome and the plans and
events described herein. Forward-looking statements contained in the documents
or other information contained herein based on past trends or activities should
not be taken as a representation that such trends or activities will continue in
the future. Save as required by law, Chr. Hansen does not undertake any
obligation to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise. You should not place
undue reliance on forward-looking statements, which are applicable only as at
the date they are made.
