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VERBUND AG — Capital/Financing Update 2010
Nov 8, 2010
765_rns_2010-11-08_112a8e1d-b58f-43a1-8c20-55c3ef9b1385.html
Capital/Financing Update
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Ad-hoc | 8 November 2010 08:00
VERBUND AG: Launch of Capital Increase
VERBUND AG / Key word(s): Capital Increase/Capital Increase
08.11.2010 08:00
Dissemination of an Ad hoc announcement, transmitted by DGAP - a company of
EquityStory AG.
The issuer is solely responsible for the content of this announcement.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES
OF AMERICA, CANADA, JAPAN, AUSTRALIA OR TO U.S. PERSONS
VERBUND launches capital increase
Capital increase of up to EUR 1 billion
Today, with the approval of the Supervisory Board, the Managing Board of
VERBUND resolved on a capital increase from authorized capital with a total
size of up to EUR1 billion.
'At market' rights issue
The capital increase will provide for subscription rights for VERBUND's
current shareholders with the subscription and offer price being determined
in a bookbuilding process close to the current share price ('at market').
Each shareholder will be entitled to subscribe to as many new shares as
required in order to maintain its shareholding in VERBUND after the capital
increase. Since the total offer size may not exceed EUR 1 billion based on
the Authorization Act passed on 20 October 2010, but at the same time
should amount to EUR 1 billion, the number of new shares will be determined
by the final subscription and offer price. The number of new shares will
then be the result of dividing the total offer size of approx. EUR 1
billion by the subscription and offer price. The maximum subscription and
offer price was set at EUR 35 per share. The subscription rights for new
shares can be exercised from 9 - 23 November 2010. There will be no trading
of subscription rights. The final subscription and offer price will be
announced at the end of the bookbuilding period, which is scheduled to end
on 24 November 2010. New shares from subscription rights not exercised will
be offered in a public offering in Austria and a private placement to
international investors outside Austria. The offer and subscription period
will start, subject to today's approval of the prospectus by the Financial
Market Authority (FMA), on 9 November 2010 and run through 23 November
2010. Trading in the new shares on the Vienna Stock Exchange is expected to
start on 26 November 2010. The new shares will be fully entitled to
dividends starting from 1 January 2010. For further details please refer to
the prospectus which is expected to be published on the VERBUND website
today.
Participation of the Republic of Austria and other major shareholders in
the rights issue
The Republic of Austria will participate in the rights issue with a maximum
amount of EUR 510 million in order to comply with the respective laws
requiring it to maintain 51% shareholding in VERBUND. In addition,
TIWAG-Tiroler Wasserkraft AG committed to exercise all its subscription
rights. The syndicate between EVN AG and Wiener Stadtwerke Holding AG
formed on 22 September 2010 publicly announced to exercise a substantial
part of its subscription rights in order to maintain the syndicate's
shareholding in VERBUND at 25% plus two shares after the capital increase.
Rights issue to strengthen capital structure and execute investment
programme
Wolfgang Anzengruber, CEO: 'The proceeds from the capital increase will
provide VERBUND with additional flexibility for the implementation of its
long-term investment plan and will support our profitable growth. At the
same time, the transaction will strengthen the capital structure of VERBUND
and help secure a solid rating in 'A' territory.
VERBUND's investment plan comprises growth investments of approximately EUR
2.4 billion over the next six years. These include large hydro power
projects such as the pumped storage plants Limberg II and Reißeck II, the
completion of the CCGT plant Mellach as well as the important expansion of
the high voltage grid in Austria. The investment programme is complemented
by investments in Turkey and Italy.
VERBUND: One of the leading producers of electricity from hydropower in
Europe
VERBUND is Austria's largest power provider and one of the leading
producers of electricity from hydropower in Europe. The company operates
the largest supra-regional high-voltage grid in Austria with voltage levels
of 110 kV, 220 kV and 380 kV. In addition, VERBUND is active in the
important power markets Germany, Italy, France and the growth market
Turkey. In 2009, VERBUND generated sales of EUR 3,483.1 million and had an
operating result of EUR 1,042.3 million.
Disclaimer:
This document serves solely marketing purposes in Austria and does not
constitute an offer of securities for sale, a solicitation of an offer to
purchase or to subscribe for securities of VERBUND AG. A public offer of
securities of VERBUND AG may only be made in Austria after publication of a
prospectus prepared in accordance with the provisions of the Austrian
Capital Markets Act. Any orders for the purchase of securities of VERBUND
AG received prior to the commencement of a public offer in Austria will be
rejected. If a public offer of securities of VERBUND AG is made in Austria,
a prospectus prepared in accordance with the Austrian Capital Markets Act
will be published.
This information is not for release, publication or distribution in or into
the United States of America and may not be distributed to U.S. persons (as
defined in Regulation S under the U.S. Securities Act of 1933, as amended
(the 'Securities Act')) or publications with a general circulation in the
United States, except to persons reasonably believed to be qualified
institutional buyers ('QIBs') as defined in Rule 144A of the Securities
Act. This information does not constitute an offer of securities for sale,
a solicitation of an offer to purchase or to subscribe for securities of
VERBUND AG in the United States. The securities of VERBUND AG may not be
offered, sold or delivered in the United States or to or for the account or
benefit of U.S. persons, unless registered under the Securities Act or
pursuant to an exemption from such registration. The securities will not
be registered under the Securities Act. There will be no public offer of
securities of VERBUND AG in the United States.
Contact:
Andreas Wollein
Head of Group Finance & Investor Relations
T.: +43 (0)50313-52604
F.: +43 (0)5 03 13 - 52694
mailto:[email protected]
08.11.2010 DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
Language: English
Company: VERBUND AG
Am Hof 6A
1010 Wien
Österreich
Phone: 0043-1-53113-52616
Fax: 0043-1-53113-52694
E-mail: [email protected]
Internet: www.verbund.com
ISIN: AT0000746409
WKN: 877738
Indices: ATX
Listed: Regulierter Markt in Frankfurt (General Standard);
Freiverkehr in Berlin, Stuttgart, Hamburg, München,
Düsseldorf; Foreign Exchange(s) Wien (Amtlicher Handel /
Official Market)
End of Announcement DGAP News-Service