Stock Offerings (IPO)
Determination of the offering price and placement volume
As of the date hereof, centrotherm photovoltaics AG together with the selling shareholders, Hartung Beteiligungs GmbH and Autenrieth Beteiligungs GmbH, and the Sole Global Coordinator Citigroup Global Markets Limited have determined the offering price for the up to 5,365,000 shares (including up to 694,000 shares to cover over-allotments, if any) offered as part of the IPO of centrotherm photovoltaics AG at EUR 34.50 per share. Thus the offering price is at the upper end of the price range of EUR 26.50 to EUR 34.50 per share. The transaction was oversubscribed several times at the offering price.
The offering consisted of up to 4,000,000 shares from a capital increase resolved by the Company´s general shareholders´ meeting excluding the subscription rights of existing shareholders as well as of up to 671,000 shares from the holdings of the selling shareholders (out of which up to 656,000 shares were offered to investors at the offering price, and up to 15,000 shares were offered to the German employees of the centrotherm photovoltaics-Group and the German employees of the Company´s sister companies against payment of EUR 1.00 per share (the "discounted employee shares") and of up to 694,000 shares from the holdings of the selling shareholders with regard to a possible over-allotment.
All of the 5,350,000 shares (including an overallotment of 694,000 shares) offered to investors at the offering price have been placed. The aggregate volume of the offering (including over-allotments, excluding discounted employee shares) amounts to approximately EUR 185 million. A total of 4,000,000 shares resulted from a capital increase of the company. From the sale of these shares centrotherm photovoltaics AG will receive gross proceeds of approximately EUR 138 million. Assuming that the greenshoe-option is fully exercised, the free float will be approximately 33.5%.
Trading of the shares on the Official Market (Prime Standard) of the Frankfurt Stock Exchange will presumably commence on October 12, 2007. The shares will presumably be delivered on October 16, 2007 upon payment of the offering price plus customary commissions.
About centrotherm photovoltaics AG:
centrotherm photovoltaics AG is an internationally-active technology- and service-provider for producers of solar cells and solar silicon. The Company possesses business activities which cover major parts of the photovoltaic value chain. Among its customers are renowned companys of the solar industry, such as German companies Q-Cells, ERSOL and Sunways, but also new entrants in Europe, Asia and the US. The Company is located in Blaubeuren near Ulm and currently employs more than 100 employees.
centrotherm photovoltaics AG
Stock Exchange: Frankfurt Stock Exchange, Official Market/Prime Standard
Registered Office: Germany
Senior Manager Investor Relations
T +49 7344 918-8890
These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities in the United States or Germany or any other jurisdiction. The shares of centrotherm photovoltaics AG (the "Shares") may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. Neither centrotherm photovoltaics AG nor any selling shareholder intends to register any portion of the offering in the United States or to conduct a public offering of Shares of centrotherm photovoltaics AG in the United States.
These materials do not constitute a securities prospectus. A securities prospectus will only be published prior to commencement of the offer. The information legally required to be provided to investors will be contained only in such securities prospectus.
This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons in (i), (ii) and (iii) above together being referred to as "relevant persons"). The securities are only available to, and any invitation, offer or agreement to subscribe for, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.