Heidelberger Druckmaschinen AG Successfully Completes Placement of Euro 260 Million Convertible Bond
02/02/2005
Not for release in the U.S., Canada, Australia or Japan
Heidelberger Druckmaschinen AG (Heidelberg), the world's leading solution provider for the print media industry and the global leader in sheetfed printing presses, announces the pricing of its 7 year Euro 260 million convertible bond.
The bond has a coupon of 0.875 percent and a conversion premium of 50 percent. The convertible bond cannot be called for the first 4 years, and is callable thereafter subject to a 130 percent trigger. Holders have an option to redeem the bond at the fifth anniversary. The bond issuer is Heidelberg International Finance B.V. and the bond will be guaranteed by Heidelberg. Heidelberg will apply for the listing of the bond on the Luxembourg Stock Exchange. Listing is expected to occur in March 2005.
Key data:
ISIN: XS0212139181
Issue size: 260 million Euro
Term: 7 years
Expected settlement date: February 09, 2005
Issue price: 100 percent
Redemption price: 116.28 percent
Conversion price: 39.63 Euro
Coupon: 0.875 percent
Conversion premium: 50 percent
Yield to maturity: 3.00 percent
Over-allotment option: up to 20 million Euro aggregate principal amount exercisable at issue price until February 07, 2005
Stabilisation/FSA
For further information:
Heidelberger Druckmaschinen AG
Corporate Communications
Thomas Fichtl
Tel.: +49 (0)6221 92 47 47
Fax: +49 (0)6221 92 50 69
E-Mail: thomas.fichtl@heidelberg.com
Heidelberger Druckmaschinen AG (Heidelberg), the world's leading solution provider for the print media industry and the global leader in sheetfed printing presses, announces the pricing of its 7 year Euro 260 million convertible bond.
The bond has a coupon of 0.875 percent and a conversion premium of 50 percent. The convertible bond cannot be called for the first 4 years, and is callable thereafter subject to a 130 percent trigger. Holders have an option to redeem the bond at the fifth anniversary. The bond issuer is Heidelberg International Finance B.V. and the bond will be guaranteed by Heidelberg. Heidelberg will apply for the listing of the bond on the Luxembourg Stock Exchange. Listing is expected to occur in March 2005.
Key data:
ISIN: XS0212139181
Issue size: 260 million Euro
Term: 7 years
Expected settlement date: February 09, 2005
Issue price: 100 percent
Redemption price: 116.28 percent
Conversion price: 39.63 Euro
Coupon: 0.875 percent
Conversion premium: 50 percent
Yield to maturity: 3.00 percent
Over-allotment option: up to 20 million Euro aggregate principal amount exercisable at issue price until February 07, 2005
Stabilisation/FSA
For further information:
Heidelberger Druckmaschinen AG
Corporate Communications
Thomas Fichtl
Tel.: +49 (0)6221 92 47 47
Fax: +49 (0)6221 92 50 69
E-Mail: thomas.fichtl@heidelberg.com
Important Note
This press release is for information purposes only and is not an offer to sell, or the solicitation of an offer to buy, any securities. In connection with this transaction there has not been, nor will there be, any public offering of the convertible bond of Heidelberg International Finance B.V. The distribution of this press release and the offer and sale of the bond 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 bond, the shares of Heidelberger Druckmaschinen AG and the guarantee issued by Heidelberger Druckmaschinen AG) have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States or to or for the account of 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. This press release and the information contained herein may not be distributed or sent into the United States of America and should not be distributed to U.S. persons or publications with a general circulation in the United States. No offering of the bond is being made in the United States.
No action has been or will be taken in the Federal Republic of Germany that would permit a public offering of the bond, or distribution of a prospectus or any other offering material relating to these securities. In particular, no sales prospectus (Verkaufsprospekt) within the meaning of the German Securities Selling Prospectus Act (Wertpapier-Verkaufsprospektgesetz) (the "German Securities Selling Prospectus Act") has been or will be published within the Federal Republic of Germany. Accordingly, any offer or sale of the bond within the Federal Republic of Germany may only be made based on an exemption from the prospectus publication requirement under the German Securities Selling Prospectus Act.
This press release 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 2001 (all such persons together being referred to as "relevant persons"). The bond is only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire interests in the bond 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.
This press release contains forward-looking statements based on assumptions and estimations by the Management Board of Heidelberger Druckmaschinen Aktiengesellschaft. Even though the Management Board is of the opinion that those assumptions and estimations are realistic, the actual future development and results may deviate substantially from these forward-looking statements due to various factors, such as changes in the macro-economic situation, in the exchange rates, in the interest rates and in the print media industry. Heidelberger Druckmaschinen Aktiengesellschaft gives no warranty and does not assume liability for any damages in case the future development and the projected results do not correspond with the forward-looking statements contained in this press release.
This press release is for information purposes only and is not an offer to sell, or the solicitation of an offer to buy, any securities. In connection with this transaction there has not been, nor will there be, any public offering of the convertible bond of Heidelberg International Finance B.V. The distribution of this press release and the offer and sale of the bond 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 bond, the shares of Heidelberger Druckmaschinen AG and the guarantee issued by Heidelberger Druckmaschinen AG) have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States or to or for the account of 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. This press release and the information contained herein may not be distributed or sent into the United States of America and should not be distributed to U.S. persons or publications with a general circulation in the United States. No offering of the bond is being made in the United States.
No action has been or will be taken in the Federal Republic of Germany that would permit a public offering of the bond, or distribution of a prospectus or any other offering material relating to these securities. In particular, no sales prospectus (Verkaufsprospekt) within the meaning of the German Securities Selling Prospectus Act (Wertpapier-Verkaufsprospektgesetz) (the "German Securities Selling Prospectus Act") has been or will be published within the Federal Republic of Germany. Accordingly, any offer or sale of the bond within the Federal Republic of Germany may only be made based on an exemption from the prospectus publication requirement under the German Securities Selling Prospectus Act.
This press release 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 2001 (all such persons together being referred to as "relevant persons"). The bond is only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire interests in the bond 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.
This press release contains forward-looking statements based on assumptions and estimations by the Management Board of Heidelberger Druckmaschinen Aktiengesellschaft. Even though the Management Board is of the opinion that those assumptions and estimations are realistic, the actual future development and results may deviate substantially from these forward-looking statements due to various factors, such as changes in the macro-economic situation, in the exchange rates, in the interest rates and in the print media industry. Heidelberger Druckmaschinen Aktiengesellschaft gives no warranty and does not assume liability for any damages in case the future development and the projected results do not correspond with the forward-looking statements contained in this press release.
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