RWE AG — Share Issue/Capital Change 2004

May 5, 2004

News Details

Ad-hoc | 5 May 2004 07:57

RWE is offering shares of Heidelberger Druckmaschinen and an exchangeable bond

Ad-hoc-announcement transmitted by DGAP. The issuer is solely responsible for the content of this announcement. ——————————————————————————– RWE is offering shares of Heidelberger Druckmaschinen and an exchangeable bond into Heidelberger Druckmaschinen-shares Essen, May 5, 2004 RWE Gesellschaft für Finanzbeteiligungen GmbH, Essen, a wholly-owned subsidiary of RWE AG, is offering as of today for sale through a combination of a share placement and an exchangeable bond offering up to 42,968,396 shares of Heidelberger Druckmaschinen AG, Heidelberg. The offer represents 50.02 percent of the share capital of Heidelberger Druckmaschinen AG. The offer comprises of the direct sale of approx. 30 million shares of Heidelberger Druckmaschinen through a so called Accelerated Bookbuilding. This offer is directed to institutional investors in Europe and the U.S.A. (according to Rule 144A under the U.S. Securities Act of 1933). The offer furthermore includes the issuance by RWE AG of a zero-coupon exchangeable bond into Heidelberger Druckmaschinen shares of up to 525 million Euro. This exchangeable bond will have a term of three years. It will be offered with an exchange premium of 35 percent, above the price which will be determined by the share placement. The exchangeable bond will only be offered to institutional investors outside the United States in accordance with Regulation S. The acceptance period for both offers expires on Thursday, May 6, 2004, at the latest. The final offer price and the number of Heidelberger Druckmaschinen shares placed, as well as further details concerning the size and the final conditions of the exchangeable bond will be made public immediately following the finalization of the transaction. end of ad-hoc-announcement (c)DGAP 05.05.2004 ——————————————————————————– WKN: 703712; ISIN: DE0007037129; Index: DAX, EURO STOXX 50 Listed: Amtlicher Markt in Düsseldorf und Frankfurt (Prime Standard); Freiverkehr in Berlin-Bremen, Hamburg, Hannover, München und Stuttgart; EUREX; Swiss Exchange 050757 Mai 04