Klöckner & Co launches investor roadshow
Frankfurt (ots)
* Capital increase with net proceeds of around ¤100 million for
further improvement of capital structure and generating
additional headroom for growth
* Around 50 per cent free float after IPO
* First day of trading before summer breakKlöckner & Co AG management will present the company during a roadshow to national and international investors, which will start on June 14. Investors can subscribe shares during the offer period, which is expected to commence no earlier than June 22. The price range is expected be fixed based on investor feedback one day prior to the start of the offer period using the so-called "decoupled process" and be published as soon as it is set. Klöckner & Co shares could then commence trading on the official market (Prime Standard) of the Frankfurt Stock Exchange as early as June 28, under German Securities Identification Code KC0100 and International Securities Identification Number (ISIN) DE000KC01000.
"The IPO marks a milestone in the company's hundred-year history. Access to the capital market will open new prospects for our growth," said CEO Dr. Thomas Ludwig. The company intends to use the proceeds from the IPO to improve its capital structure in order to generate additional headroom for growth. The additional sale of shares by private equity investor Lindsay Goldberg & Bessemer (LGB) should broaden the shareholder structure at the same time. A yet to be determined maximum number of shares (to be published in a supplement to the Offering Circular) will be offered in a public offering in Germany and in an international private placement to institutional investors. Overall, the company is aiming for a free float of around 50 per cent in order to secure sufficient liquidity.
In addition to the new shares from a capital increase, the offered shares (including a greenshoe of up to 15 per cent) will be provided by the selling shareholder Multi Metal Investment S.à r.l., a company controlled by the private equity investor Lindsay Goldberg & Bessemer. The company intends to use the net IPO proceeds of around ¤100 million to further improve its capital structure, in particular to reduce debt to generate additional headroom for further growth. Private equity investor Lindsay Goldberg & Bessemer will retain around 50 per cent in the company after the IPO. The selling shareholder and the management have agreed on a twelve month lock-up period following closing, during which they will not dispose of any of their shares. The company has agreed not to effect any capital measures during the same period of time.
"Klöckner & Co is ideally positioned for an IPO. With an exceptionally good market position as the largest producer-independent steel and metal distributor in the combined European and North American markets combined, Klöckner & Co will be a driving force in the upcoming consolidation of the industry" Dr. Ludwig stated.
Klöckner & Co's sales under IFRS were up 9.6 per cent to ¤1,322.9 million in the first quarter of 2006, compared with the same quarter of the previous year. The adjusted earnings before interest, tax, depreciation and amortization (adjusted EBITDA) improved by 47.7 per cent to ¤79.3 million in the first quarter of 2006, compared with the first quarter of 2005. Dr. Thomas Ludwig stated that, "the results in the first quarter of 2006 clearly demonstrate the improved profitability of Klöckner & Co."
For the financial year 2005, the Klöckner & Co group reported sales of ¤4,963 million under IFRS. The net income amounted to ¤132.3 million. UBS Investment Bank has been appointed as Sole Global Coordinator and will manage the IPO together with Deutsche Bank and JPMorgan as Joint Lead Managers and Joint Bookrunners.
In Germany, a securities prospectus (Wertpapierprospekt) relating to the public offering is available at www.kloeckner.de. A printed version may be obtained from the company and the Joint Bookrunners. About Klöckner & Co Klöckner & Co is the largest producer-independent steel and metal distributor in the European and North American market combined. The core business is the warehouse distribution of steel and non-ferrous metals. Around 200,000 active customers are served from around 240 distribution and service centres in 14 countries across Europe and North America. Klöckner & Co was founded by Peter Klöckner a century ago. In the financial year 2005, the company reported sales of around ¤5 billion, with a staff of around 10,000.
Contacts: Peter Ringsleben and Claudia Uhlendorf, Corporate Communications Klöckner & Co AG Am Silberpalais 1 47057 Duisburg
Peter Ringsleben Phone: +49 203 307 2800 Fax: +49 203 307 5060 E-mail: peter.ringsleben@kloeckner.de
Claudia Uhlendorf Phone: +49 203 307 2289 Fax: +49 203 307 5103 E-mail: claudia.uhlendorf@kloeckner.de
This publication is not for direct or indirect distribution in or to the United States of America (including its further territories and protected areas and federal states, and the District of Columbia). This publication does not represent an offer or part of an offer for purchase or subscription, nor a solicitation to submit a bid for purchase or subscription of securities. The shares of Klöckner & Co AG referred to herein (the "Shares") shall not be offered or sold in the United States, unless they are registered or exempted from the registration obligation of the current version of the US Securities Act of 1933 (the "Securities Act"). The Shares have not been, and are not, registered in accordance with the Securities Act and are not being publicly offered outside Germany. A public offer in Germany will take place solely through, and on the basis of, the published prospectus. That prospectus is obtainable free from the company and the consortium banks.
This press release does not constitute an offer of securities to the public in the United Kingdom. This press release is directed only at (i) persons who have professional experience in matters relating to investments and who fall within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (ii) persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Order or to whom it may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons") or in circumstances in which section 21 of the FSMA does not apply to the Company. 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.
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