Arcandor AG
KarstadtQuelle successfully closed the placement of its Convertible Bond
Ad-hoc-announcement transmitted by DGAP.
The issuer is solely responsible for the content of this announcement.
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KarstadtQuelle successfully closed the placement of its Convertible Bond
NOT FOR DISTRIBUTION IN THE UNITED STATES
Karstadt Quelle Aktiengesellschaft successfully closed the placement of its
Convertible Bond
Essen, 15.12.2004. Karstadt Quelle Aktiengesellschaft today successfully closed
the placement of its Convertible Bond in the amount of EUR 170 mn, including a
Greenshoe in the amount of EUR 14 mn. Based on the high demand the volume of the
Convertible Bond was increased to EUR 170 mn (including Greenshoe) while it
originally was EUR 154 mn (including Greenshoe). The Convertible Bond is issued
via the Dutch subsidiary of Karstadt Quelle Aktiengesellschaft, Karstadt Finance
B.V,. and guaranteed by Karstadt Quelle Aktiengesellschaft. The pre-emptive
rights of shareholders of KarstadtQuelle Aktiengesellschaft for the Convertible
Bond are excluded.
The pricing was done by fixing the Coupon at 4.5% and a Conversion Premium of
35%. Thus the conversion price will be EUR 8.76 per share. The bond will have a
maturity of five years. The convertible Bond can be converted into up to 19.406
million shares of Karstadt Quelle Aktiengesellschaft.
The proceeds of the issue will be used to further strengthen the financial
position of Karstadt Quelle Aktiengesellschaft and to support the restructuring
as well as the strategic repositioning of the group.
The Convertible Bond is underwritten by the members of a bank syndicate lead by
Dresdner Bank Aktiengesellschaft as bookrunner. Co-Lead Managers are ABN AMRO
Rothschild, Societe Generale and WestLB. The Convertible Bond was placed via a
bookbuilding process with institutional investors outside the USA (Reg S).
Essen, 15.12.2004
The Management Board
WKN: 627500; ISIN Code: DE 000 6275001; Common Code: 001114999
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This announcement neither constitutes a sales offer nor is it an invitation to
subscribe to any notes or shares in the United States. KARSTADT QUELLE AG shares
(hereinafter “shares”) and KARSTADT QUELLE AG notes (hereinafter “notes”) may
not be offered or sold in the US or to US citizens or on their behalf (in
accordance with Regulation S of the American Securities Act of 1933 as defined
in the relevant version (hereinafter “Securities Act”)) unless they are
registered or exempted from registration in accordance with the Securities Act.
In accordance with the Securities Act, the notes and the shares are not and will
not be registered. A share offer or notes offer in the US will only be possible
on the basis of a prospectus and detailed information about KARSTADT QUELLE AG
as well as its management and its annual accounts.
end of ad-hoc-announcement (c)DGAP 15.12.2004
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WKN: 627500; ISIN: DE0006275001; Index: MDAX
Listed: Amtlicher Markt in Berlin-Bremen, Düsseldorf, Frankfurt (Prime
Standard), Hamburg, Hannover, München und Stuttgart
151351 Dez 04
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