- Placement of up to 10% of the registered capital
- Optimization of the Group’s finances – strengthening of balance sheet and capital base
Wiesbaden, 16 March 2006. SGL Carbon Group plans to place up to 5,583,529 million shares from a capital increase out of authorized capital.
The Board of Management and the Supervisory Board of SGL Carbon have decided to increase the registered capital of the Company against contribution in cash excluding pre-emptive rights. The shares will be placed through an accelerated bookbuilding process to German and international institutional investors. Dresdner Kleinwort Wasserstein is acting as sole bookrunner for the transaction. The issue price and the placement volume of the shares will be published in a separate ad-hoc announcement.
The proceeds out of this transaction will optimize the Group’s finances and
strengthen the balance sheet and the capital base and thus lead to an increased
financial flexibility of the Company. SGL Carbon recently gave guidance for
the 2006 financial result of approx. -€55 million. The capital increase will
lead to a further improvement of the financial result of about €5 million on
an annualized basis and therefore from today’s point of view not dilute the
earnings per share for the fiscal year. The further reduction of debt through
the proceeds of this transaction should also have a positive influence on the
ratings of the Company and its bond. This increases the probability that SGL
Carbon will be able to further optimize the Group’s finances by calling the
outstanding high yield bond with a volume of €270 million and a coupon of
8.5% from 2008 onwards.
This announcement is not an offer of securities for sale in the USA. Securities
may not be offered or sold in the United States without registration with the
U.S. Securities and Exchange Commission if no exemption from registration has
been issued. The issuer does not plan to register the securities for sale to
the public in the United States.
Important Notice:
This document contains statements on future developments that
are based on currently available information and that involve
risks and uncertainties that could lead to actual results deviating
from these forward-looking statements. These risks and uncertainties
include, for example, unforeseeable changes in political, economic
and business conditions, particularly in the area of electrosteel
production, the competitive situation, interest rate and currency
developments, technological developments and other risks and
unanticipated circumstances. We see other risks in price developments,
unexpected developments relating to acquired and consolidated
companies, ongoing restructuring measures and unforeseeable
occurrences in conjunction with the reviews to be performed
by the European antitrust authorities. SGL Carbon does not
intend to update these forward-looking statements.
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