23.07.2009 – 15:02
KfW launches 5-year bonds exchangeable into shares of Deutsche Post AG
Today KfW has announced the launch of an issue of bonds (the "Exchangeable Bonds") exchangeable into ordinary registered shares of Deutsche Post AG (the "Exchange Shares"). The issue is expected to have a size of approx. EUR 750 million. The issuance of the Exchangeable Bonds marks the continuation of the successful privatisation strategy of Deutsche Post AG by both the German Government and KfW.
"KfW is taking advantage of the currently favourable new issue conditions for convertible and exchangeable bonds" explained Dr. Günther Bräunig, member of the Managing Board of KfW Bankengruppe, and added: "Similarly to last year's exchangeable into shares of Deutsche Telekom AG we want to send a clear signal to the market that both the German Government and KfW are committed to continue the privatisation process of Deutsche Post AG."
The Exchangeable Bonds have a maturity of 5 years, are callable after the third interest payment date after 3 years, subject to a 130% call threshold, and are redeemable at 100% of par at maturity. The Exchangeable Bonds are marketed with a coupon of 1.5% to 2.25% and a conversion premium of 30% to 35%. The applicable coupon and conversion premium will be set at pricing.
The amounts raised with the Exchangeable Bond are part of KfW's announced funding programme for 2009 which is expected to amount to approximately EUR 75 billion.
KfW currently holds a stake of 30.5% (approx. 368.3 million shares in total) in Deutsche Post AG. The final number of Exchange Shares underlying the Exchangeable Bonds will be determined at pricing. The reference share price of Deutsche Post AG will be fixed on the basis of the volume weighted average price of Deutsche Post AG's share price during the bookbuilding period until pricing.
KfW has agreed to a 180-day lock-up period for its remaining stake in Deutsche Post AG.
The Exchangeable Bonds will be placed exclusively with institutional investors outside the United States in reliance on Regulation S. Application for listing of the Exchangeable Bonds on the regulated market of the Frankfurt Stock Exchange will be made. BNP Paribas and Morgan Stanley Bank AG are Joint Bookrunners and Joint Lead Managers for the issue.
THIS ANNOUNCEMENT IS NOT AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES. This announcement is not for distribution, directly or indirectly, in or into the United States or to any US person (as defined in Regulation S under the US Securities Act of 1933, as amended). Neither the Exchangeable Bonds nor the Exchange Shares have been or will be registered under the US Securities Act. The Exchangeable Bonds and Exchange Shares may not be offered or sold in the United States absent registration or an exemption from registration under the US Securities Act. The Exchangeable Bonds and Exchange Shares may therefore not be offered, sold or delivered within the United States.
In the United Kingdom, this announcement is being distributed only to, and is directed only at, qualified investors within the meaning of Art. 2(1)(e) of the Prospectus Directive ("Qualified Investors") (i) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") and Qualified Investors falling within Article 49(2)(a) to (d) of the Order, and (ii) to whom it may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons"). This document must not be acted on or relied on (i) in the United Kingdom, by persons who are not relevant persons, and (ii) in any member state of the European Economic Area other than the United Kingdom, by persons who are not Qualified Investors.
BNP Paribas and Morgan Stanley Bank AG are acting for KfW and no one else in connection with the issue of the Exchangeable Bonds will not be responsible to any other person for providing the protections afforded to their respective clients, or for providing advise in relation to the proposed issue.
In relation to each Member State of the European Economic Area whose national law sets out the requirement for KfW as an Issuer to publish a prospectus prior to public offering of the Bonds (each a "Relevant Member State"), BNP Paribas and Morgan Stanley Bank AG each has represented and agreed, that it has not made and will not make an offer of the Bonds to the public in that Relevant Member State prior to the publication of a prospectus in accordance with the applicable national laws and regulations.
Original content of: KfW, transmitted by news aktuell