SGL CARBON SE — Capital/Financing Update 2007

May 2, 2007

News Details

Ad-hoc | 2 May 2007 07:29

SGL CARBON AG:SGL Carbon AG will issue unsecured convertible notes

SGL Carbon AG / Issue of Debt

Release of an Ad hoc announcement according to § 15 WpHG, transmitted by
DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.

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· Aggregate issue size of approximately EUR 210 million
· SGL Group will use the proceeds to refinance existing debt
Wiesbaden, May 2, 2007. The Management Board of SGL Carbon AG ('SGL')
resolved today, with the consent of the Supervisory Board, to issue senior
un-secured convertible notes (the 'Notes'). The Notes will be issued only
to institu-tional investors outside the United States of America and will
be issued by way of an accelerated bookbuilding (the 'Offering'). The
pre-emptive rights of share-holders of SGL Carbon AG to subscribe to the
Notes are excluded.
The aggregate issue size will be approximately EUR 210 million, convertible
into up to approximately 5.6 million no-par value shares of SGL Carbon AG.
The Notes will have a maturity of 6 years, will be issued and redeemed at
100% of their principal amount with a coupon of between 0,75 - 1,25 %. The
initial conversion price is expected to be set a premium of 25 - 30 % above
the vol-ume weighted average price of the shares of SGL Carbon AG over the
book-building period.
Pricing is expected to take place later today and settlement is expected on
or around May 16, 2007.
Application will be made to list the Notes on the Euro MTF segment of the
Lux-embourg Stock Exchange. However closing of the Offering is not
conditional upon obtaining such admission to trading.
Dresdner Kleinwort, ABN AMRO Rothschild and LBBW are acting as joint lead
managers for the transaction.
Proceeds of the issuance of the Notes will especially be used to replace
the outstanding EUR 270 million 8.50% senior notes due 2012 issued by SGL
Car-bon Luxembourg SA and guaranteed by SGL and the existing syndicated
credit facility.

The Notes are part of a contemplated comprehensive refinancing package by
SGL Group which is expected to also include the issuance of senior floating
rate corporate bonds in the amount of approximately EUR 200 million as well
as new secured syndicated working capital and investment facilities in an
aggregate amount of EUR 200 million.

Additional Information:
ISIN: DE0007235301
Listing: Amtlicher Markt / Prime Standard / Frankfurter Wertpapierbörse
(Official Market / Prime Standard / Frankfurt Stock Exchange)
Company’s seat: Wiesbaden

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Information and Explaination of the Issuer to this News:

About SGL Group – The Carbon Company
The SGL Group is one of the world’s leading manufacturers of carbon-based
products. It has a comprehensive portfolio ranging from carbon and
graphite products to carbon fibers and composites. SGL Group’s core
competencies are its expertise in high-temperature technology as well as
its applications and engineering know-how gained over many years. These
competencies enable the Company to make full use of its broad material
base. SGL Group’s carbon-based materials combine several unique properties
such as electrical and thermal conductivity, heat and corrosion resistance
as well as high mechanical strength combined with low weight. Due to the
paradigm shift in the use of materials as a result of the worldwide
shortage of energy and raw materials, there is a growing demand for SGL
Group’s high-performance materials and products from an increasing number
of industries. Carbon and graphite products are used whenever other
materials such as steel, aluminum, copper, plastics, wood etc. fail due to
their limited properties. Products from the SGL Group are used
predominantly in the steel, aluminum, automotive, chemical and
glass/ceramics industries. However, manufacturers in the semiconductor,
battery, solar/wind energy, environmental protection, aerospace and defense
industries as well as in the nuclear energy industry also figure among the
Company’s customers.
With around 30 production sites in Europe, North America and Asia as well
as a service network covering more than 100 countries, the SGL Group is a
company with a global presence. In 2006, the Company’s workforce of 5,250
generated sales of € 1.2 billion. The Company’s head office is located in
Wiesbaden/Germany.

Important information:
This press release constitutes neither an offer to sell nor a solicitation
to buy any securities.
This press release is not being issued in the United States of America and
must not be distributed to U.S. persons (as defined in regulations S of the
U.S. securities act of 1933, as amended ('Securities Act') or publications
with a general circulation in the United States. This press release does
not constitute an offer or invitation to purchase any securities in the
United States. The securities of SGL Carbon Aktiengesellschaft have not
been registered under the securities act and may not be offered, sold or
delivered within the United States or to U.S. persons absent from
registration under or an applicable exemption from the registration
requirements of the United States Securities Law.
This document is directed only at persons (I) who are outside the United
Kingdom or (II) who have professional experi-ence in matters relating to
investment falling within article 19(5) of the Financial Services and
Markets Act 2000 (Finan-cial Promotion) Order 2005 (as amended) (The
'order') or (III) who fall within article 49(2)(A) to (D) ('High net worth
companies, Unincorporated Associations, etc.') of the order (all such
persons together being referred to as 'relevant persons'). Any person who
is not a relevant person must not act or rely on this communication or any
of its contents. Any investment or investment activity to which this
communication relates is available only to relevant persons and will be
engaged in only with relevant persons.

Not for release, publication or distribution in or into the United States,
Australia, Canada or Japan

Contact person for institutional Investors and Analysts:
Corporate Communications / Investor Relations / Raj Roychowdhury
Phone : +49 611 60 29 106 / Fax : +49 6 11 60 29 101 / Mobil : +49 172 671
7445
e-mail : raj.roychowdhury@sglcarbon.de / Internet : www.sglcarbon.de

Contact person for journalists:
Corporate Communications / Media Relations / Stefan Wortmann
Phone : +49 611 60 29 105 / Fax : +49 6 11 60 29 101 / Mobil : +49 170 540
2667
e-mail : stefan.wortmann@sglcarbon.de / Internet : www.sglcarbon.de

DGAP 02.05.2007

Language: English
Issuer: SGL Carbon AG
Rheingaustraße 182
65203 Wiesbaden Deutschland
Phone: +49 (0)611 6029 - 0
Fax: +49 (0)611 6029 - 101
E-mail: vaness.rau@sglcarbon.de
www: www.sglcarbon.de
ISIN: DE0007235301
WKN: 723530
Indices: MDAX
Listed: Amtlicher Markt in Frankfurt (Prime Standard); Freiverkehr in
Berlin-Bremen, Hannover, Düsseldorf, Hamburg, München,
Stuttgart

End of News DGAP News-Service

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