EANS-News: Salzgitter AG prices convertible bond offering
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Capital measures
Salzgitter, 29. September 2009 (euro adhoc) - Convertible bond offering: Issue size: approx. EUR 296 million, Coupon: 1.125%, Conversion price: EUR 83.4963
Salzgitter AG announces the successful placement of its approx. EUR 296 million senior unsecured convertible bonds (the "Bonds") with domestic and international institutional investors outside of the US only. The bond has been oversubscribed several times. With this transaction Salzgitter diversifies its sources of funding and intends to use the proceeds from the issue for general corporate purposes. The Bonds will be issued by Salzgitter Finance B.V. (the "Issuer"), a wholly-owned Dutch subsidiary of Salzgitter AG, guaranteed by Salzgitter AG, and will be convertible into Salzgitter AG shares. The Bonds will have a maturity of seven years. Holders of the Bonds will be entitled to require an early redemption of their Bonds on the fifth anniversary, after the issue date, at the principal amount together with accrued interest. The annual coupon has been set at 1.125 % from a coupon range of 0,625 % to 1,625 %. The initial conversion price has been set at EUR 83.4963, which represents a conversion premium of 25% above the reference price of EUR 66.7970. The pre-emptive rights of shareholders of Salzgitter to subscribe to the Bonds are excluded. Settlement will take place on or around 6. October 2009. Salzgitter intends to list the Bonds on the Open Market (Freiverkehr) segment of the Frankfurt Stock Exchange. Commerzbank, Deutsche Bank and UniCredit Group (Bayerische Hypo- und Vereinsbank AG) are joint bookrunnners
IMPORTANT NOTE: NOT FOR DISTRIBUTION OR RELEASE IN OR INTO THE UNITED STATES OF AMERICA (OR TO US PERSONS), AUSTRALIA, CANADA OR JAPAN, OR IN ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW
This press release is for information purposes only and does not constitute or form part of, and should not be construed as an offer or an invitation to sell, or issue or the solicitation of any offer to buy or subscribe for, any securities. In connection with this transaction there has not been, nor will there be, any public offering. No prospectus will be prepared in connection with the offering. The Bonds may not be offered to the public in any jurisdiction in circumstances which would require the Issuer of the Bonds to prepare or register any prospectus or offering document relating to the Bonds in such jurisdiction.
The distribution of this press release and the offer and sale of the Bonds in certain jurisdictions may be restricted by law. Any persons reading this press release should inform themselves of and observe any such restrictions. This press release does not constitute an offer to sell or a solicitation of an offer to purchase any securities in the United States. The securities referred to herein (including the Bonds and the shares of Salzgitter) have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or the laws of any state within the U.S., and may not be offered or sold in the United States or to or for the account or benefit of U.S. persons, except in a transaction not subject to, or pursuant to an applicable exemption from, the registration requirements of the Securities Act or any state securities laws. This press release and the information contained herein may not be distributed or sent into the United States, or in any other jurisdiction in which offers or sales of the securities described herein would be prohibited by applicable laws and should not be distributed to United States persons or publications with a general circulation in the United States. No offering of the Bonds is being made in the United States. In the United Kingdom, this press release is only being distributed to and is only directed at (i) persons who have professional experience in matters relating to investments falling within Article 19(1) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") and (ii) high net worth entities falling within Article 49(2) of the Order and (iii) persons to whom it would otherwise be lawful to distribute it (all such persons together being referred to as "relevant persons"). The Bonds are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such Bonds will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this press release or any of its contents.
Further information can be obtained on the Salzgitter website:: www.salzgitter-ag.de
Ende der Mitteilung euro adhoc --------------------------------------------------------------------------------
Further inquiry note:
Bernhard Kleinermann
Tel.: +49 (0) 5341-21-3783
E-Mail: kleinermann.b@salzgitter-ag.de
Branche: Iron & Steel
ISIN: DE0006202005
WKN: 620200
Index: DAX, Midcap Market Index, CDAX, Classic All Share, Prime All
Share
Börsen: Frankfurt / regulated dealing/prime standard
Berlin / free trade
Hamburg / free trade
Stuttgart / free trade
Düsseldorf / free trade
München / free trade
Hannover / regulated dealing
Original-Content von: Salzgitter AG, übermittelt durch news aktuell