Karlsruhe. EnBW Energie Baden-Württemberg AG (EnBW) has successfully performed the capital increase adopted by resolution on 14 June 2012. In total, 26,598,504 new no-par value bearer shares were purchased at a subscription price of € 30.90 each in return for cash contributions. Gross issue proceeds thus amounted to € 821,893,773.60.
The subscription period for the new shares began on 19 June 2012 and ended on 2 July 2012. The new shares were offered exclusively to the shareholders of EnBW in the form of indirect subscription rights. A syndicate of banks, comprising DZ BANK AG Deutsche Zentral-Genossenschaftsbank, Frankfurt, Landesbank Baden-Württemberg and UniCredit Bank AG as global coordinators and bookrunners, had acquired the new shares with the obligation to offer them to the shareholders of EnBW for subscription. The new shares were offered to the shareholders at a ratio of 9 to 1 for a subscription price of € 30.90 per new share. As a result, the shareholders were able to acquire one new share for every nine shares they hold in EnBW.
The company intends to use the issue proceeds primarily to strengthen its credit rating and equity and thus create sufficient financial headroom for the planned expansion of renewable energies in particular, focusing on the area of onshore and offshore wind farms as well as local energy generation. All this shows how EnBW is actively shaping the new energy concept in Germany. A decision on which specific projects in these areas the issue proceeds should be used for has yet to be made.
The new shares entitle the holder to profit participation from 1 January 2012. Just like the 142,819,183 shares with the security identification number 522002 (ISIN: DE0005220024) held by existing shareholders, these shares will be admitted for trading on the regulated markets of the Frankfurt (General Standard) and Stuttgart securities exchange. These shares will most likely be included in the existing listing on 6 July 2012. All EnBW shares will have the security identification number 522 000 (ISIN: DE0005220008) in future.
“The energy industry in Germany and the situation on the capital markets remains challenging. However, the successful implementation of the capital increase at present is again proof of the trust our shareholders hold in their company, the employees at EnBW, the strategic orientation and long-term competitiveness and future sustainability of EnBW,” says Hans-Peter Villis, CEO of EnBW.
The two major shareholders of EnBW, the federal state of Baden-Württemberg and Zweckverband Oberschwäbische Elektrizitätswerke, which hold their investments in EnBW via wholly owned subsidiaries, participated in the capital increase by contributing some € 400 million each. Both major shareholders fully exercised their subscription rights. Furthermore, Badische Energieaktionärs-Vereinigung, Landeselektrizitätsverband Württemberg and Gemeindeelektrizitätsverband Schwarzwald-Donau also purchased shares, in some cases to a significant extent.
EnBW’s CFO, Thomas Kusterer emphasises: “The performance of the capital increase promptly after the resolution adopted by the annual general meeting rounds off the implementation of the planned capital measures. EnBW has demonstrated the high priority with which it is implementing its package of measures to secure the future of the company. The efforts already underway to permanently increase our efficiency and the completed and planned divestitures of investments that are not of strategic importance are further measures to secure EnBW’s opportunities for the future, and thereby the company’s stability and credit worthiness.”
This notice does not constitute an offer to purchase securities nor a solicitation of an offer to purchase securities in the United States of America, Australia, Canada, Japan or in other jurisdictions in which such an offer is subject to legal restrictions. The securities referred to in this notice may not be sold or offered for purchase in the United States of America without prior registration under the provisions of the US Securities Act of 1933 in the latest amended version (US Securities Act) or unless exempted from prior registration. Subject to certain exceptions, the securities referred to in this announcement may not be sold or offered for purchase in Australia, Canada or Japan, nor may they be sold or offered for purchase on behalf of any resident 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 US Securities Act or under the applicable securities laws of Australia, Canada or Japan. No public offering of securities will be made in the United States of America.
This notice does not constitute a securities prospectus. Interested investors should base their investment decision regarding the securities mentioned in this announcement solely on the information from a securities prospectus published by EnBW in connection with the offer of these securities.