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.
- 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).
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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.
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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.
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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
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