SFC Energy AG — Share Issue/Capital Change 2007

May 25, 2007

News Details

Corporate | 25 May 2007 00:35

SFC Smart Fuel Cell AG issue successfully placed at EUR 37 per share Smart

SFC Smart Fuel Cell AG / Capital Increase/Capital Increase

Announcement, transmitted by DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.

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• Issue volume of EUR 89 million (including EUR 13 million from
  over-allotments)
• Issue 3x oversubscribed
• Freefloat 34 percent (including over-allotments)

Brunnthal, May 24th 2007 – SFC Smart Fuel Cell AG, one of the world’s
leading suppliers of methanol-operated fuel cell systems, and the selling
shareholders, together with Citigroup Global Markets Limited, London, as
Sole Global Coordinator, Sole Bookrunner and Joint Lead Manager, and Sal.
Oppenheim jr. & Cie. Kommanditgesellschaft auf Aktien, Cologne, as Joint
Lead Manager, have fixed the offer price at EUR 37 a share. The price thus
lies at the top end of the price range of EUR 32 to EUR 39. A total of
2,395,275 shares were placed. Of these shares, 1,317,990 shares derive from
a capital increase and 726,073 shares were previously owned by the selling
shareholders. A further 351,212 shares, also previously owned by the
selling shareholders, were made available for exercise of over-allotments.
The total placement volume was thus around EUR 89 million. The gross
proceeds from the capital increase of around EUR 49 million provides fresh
liquidity for the company and, after deduction of costs and commission,
will be used to finance further growth and the expansion into new markets.

'Having achieved commercial success with our products in all our key
markets, this Prime Standard capital increase marks an important milestone
for SFC,' said Dr. Peter Podesser, CEO of SFC Smart Fuel Cell AG. 'Now our
task is to focus single-mindedly on continuing the implementation of our
growth strategy.'

The company’s free float will be around 34 percent (including
over-allotments) Assuming that the Greenshoe Option is exercised in full,
the selling shareholders will retain a stake of 49 percent in the company.
In addition, the selling shareholders have agreed the terms of a lock-up
period that obliges them not to sell their remaining shares within the next
six months. The lock-up period for management is twelve months. The company
itself has undertaken not to announce, or carry out, or propose to the AGM,
a capital increase from authorised capital.

Of the total of 2.395.275 shares, 95.9 percent were placed with
institutional investors and 4.1 percent with private investors. The
allocation to private investors was carried out according to the Stock
Market Commission of Experts ‘principles for the allocation of share issues
to private investors’ as published on June 7th 2000 by the German Ministry
of Finance. Allocations were made according to uniform criteria for all
underwriting banks.

SFC Smart Fuel Cell AG shares will be traded for the first time on May 25th
2007 in the Prime Standard segment on the Frankfurt stock exchange, and
will carry entitlement to dividends for the full business year from January
1st 2007.

The price for the up to 1,615,927 new shares offered to existing
shareholders in the context of the ongoing subscription rights offer, of
which up to 1,317,990 new shares were part of the purchase offer, was also
fixed at 37 Euro and is thus identical to the price of the shares offered
in the placement. Shareholders who want to exercise their subscription
rights have the opportunity to do so up to June 1st 2007 (inclusive).

In 2006, SFC generated revenues of approximately EUR 7 million,
representing triple-digit growth – which it also achieved in the previous
years. In the first quarter of 2007 alone, SFC posted revenues of
approximately EUR 3.4 million, continuing its impressive expansion. SFC
Smart Fuel Cell AG already generated about 75 percent of its revenues from
commercial series products in 2006.

AboAbout SFC Smart Fuel Cell AG ut SFC Smart Fuel Cell AG

SFC is the market leader for mobile and off-grid power supply on the basis
of fuel-cell technology, for applications in the fields of leisure,
industry and defence. SFC is one of Germany’s most successful technology
companies and has received numerous innovation awards. In a US Navy
assessment in 2005, its products were assessed as having the highest
technical maturity among all fuel-cells. Over the last couple of years, SFC
has been collaborating with the Hymer Group, Trigano, Webasto, the German
Armed Forces, the US Army, and the US Air Force. Unlike most other
fuel-cell companies, which are still in the development phase or operate
highly subsidised demonstration products, SFC has been successfully selling
fully commercial, environmentally friendly fuel cells to industrial
customers and consumers for three years now. The company also has an
established, functioning cartridge infrastructure for methanol fuel. SFC is
certified according to DIN ISO 9001:2000.

Contact
SFC Smart Fuel Cell AG
Ulrike Schramm
Public Relations Manager
Eugen-Sänger-Ring 17
85649 Brunnthal
Germany

Phone +49 (0)89 673 592 379
Fax +49 (0)89 673 592 369
Mobile +49 (0)171 569 7854
E-mail: ulrulrike.schramm@sfc.comike.schramm@sfc.com
Website: www.efoy.com

This press release serves marketing purposes and is not a prospectus
and does not constitute an offer to sell or the solicitation of an offer to
purchase the shares or other securities of SFC Smart Fuel Cell AG.
Investors should not subscribe for any shares referred to in this document
except on the basis of the information contained in the approved prospectus
relating to the shares. A free copy of the prospectus is available to
investors at SFC Smart Fuel Cell AG (telefax no. +49 (0)89 67 35 92 169).is
press release serves marketing purposes and is not a prospectus and does
not constitute an offer to sell or the solicitation of an offer to purchase
the shares or other securities of SFC Smart Fuel Cell AG. Investors should
not subscribe for any shares referred to in this document except on the
basis of the information contained in the approved prospectus relating to
the shares. A free copy of the prospectus is available to investors at SFC
Smart Fuel Cell AG (telefax no. +49 (0)89 67 35 92 169).

Thi

This press release is not an offer of securities for sale in the United
States of America. Securities may not be offered or sold in the United
States of America absent registration or an exemption from registration
under the U.S. Securities Act of 1933, as amended. Any public offering of
securities to be made in the United States of America will be made by means
of a prospectus that may be obtained from SFC Smart Fuel Cell AG and will
contain detailed information about the company and management, as well as
financial statements. SFC Smart Fuel Cell AG does not intend to register
any part of the present or proposed offering in the United States of
America. s press release is not an offer of securities for sale in the
United States of America. Securities may not be offered or sold in the
United States of America absent registration or an exemption from
registration under the U.S. Securities Act of 1933, as amended. Any
public offering of securities to be made in the United States of America
will be made by means of a prospectus that may be obtained from SFC Smart
Fuel Cell AG and will contain detailed information about the company and
management, as well as financial statements. SFC Smart Fuel Cell AG does
not intend to register any part of the present or proposed offering in the
United States of America.

Thi

This press release is directed at and/or for distribution in the United
Kingdom. only to (i) persons 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 (the
'Order') or (ii) high net worth entities falling within article 49(2)(a) to
(d) of the Order (all such persons being together referred to as 'relevant
persons'). This press release is directed only at relevant persons. Any
person who is not a relevant person should not act or rely on this
[document] or any of its contents. Any investment or investment activity
to which this [document] relates is available only to relevant persons and
will be engaged in only with relevant persons.s press release is directed
at and/or for distribution in the United Kingdom. only to (i) persons 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 (the 'Order') or (ii) high net worth
entities falling within article 49(2)(a) to (d) of the Order (all such
persons being together referred to as 'relevant persons'). This press
release is directed only at relevant persons. Any person who is not a
relevant person should not act or rely on this [document] or any of its
contents. Any investment or investment activity to which this [document]
relates is available only to relevant persons and will be engaged in only
with relevant persons.

Thi

This press information contains forward-looking statements that reflect
assumptions and estimates made by the management of SFC Smart Fuel Cell AG.
Although we assume that the expectations expressed in these forward-looking
statements are realistic, we cannot guarantee that they will prove to be
correct. The assumptions may be based on risks and uncertainties, so actual
future events may be materially different from the forward-looking
statements. SFC Smart Fuel Cell AG does not intend to update the
forward-looking statements, nor does SFC Smart Fuel Cell AG assume any
obligation for those statements. s press information contains
forward-looking statements that reflect assumptions and estimates made by
the management of SFC Smart Fuel Cell AG. Although we assume that the
expectations expressed in these forward-looking statements are realistic,
we cannot guarantee that they will prove to be correct. The assumptions may
be based on risks and uncertainties, so actual future events may be
materially different from the forward-looking statements. SFC Smart Fuel
Cell AG does not intend to update the forward-looking statements, nor does
SFC Smart Fuel Cell AG assume any obligation for those statements.

DGAP 25.05.2007

Language: English
Issuer: SFC Smart Fuel Cell AG
Eugen-Saenger-Ring 17
85649 Brunnthal Deutschland
Phone: +49 (89) 673 592 - 100
Fax: +49 (89) 673 592 - 169
E-mail: info@sfc.com
www: www.sfc.com
ISIN: DE0007568578
WKN: 756857
Indices:
Listed: Freiverkehr in Berlin-Bremen; Open Market in Frankfurt

End of News DGAP News-Service

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