Hess Hess
 

Initial Public Offering

Offering

The offering consists of a public offering in Germany, and an international private placing outside the United States of America, Australia, Japan and Canada. Outside the United States of America, the shares are offered as part of a placing in compliance with Regulation S pursuant to the Securities Act ("Securities Act").

Shares offered

The object of the offering, including a potential over-allotment, are
  • 2,300,000 new ordinary no par value bearer shares (no par shares) from a cash capital increase (the "New Shares") to be approved prospectively on October 23, 2012 by the company's Annual General Meeting, and
  • 345,000 new ordinary no par value bearer shares (no par shares) from the holdings of Hess Grundstücksverwaltungs GmbH & Co. KG with respect to a potential over-allotment ("Greenshoe Shares").

Offering period

The offering period, during which investors have the opportunity to issue purchase offers for the shares, will commence on October 8, 2012, and will end prospectively on October 23, 2012 at 12:00 hours (Central European Time) for private investors and institutional investors.

Subscription modalities

Purchase offers for the shares can be issued to the consortium banks during the offering period, including a price limit within the price range. However, all purchase offers must be denominated in round euro amounts or full 5 eurocents. Multiple subscriptions are permissible.

Lead Managers and Sole Bookrunner

Lead Manager & Sole Bookrunner: LBBW
Co-Lead Managers: Kempen & Co. N. V., M.M. Warburg & CO

Price range

The price range within which purchase offers can be issued lies between EUR 15.50 and EUR 18.50 per share.

Placing price

Following the end of the offering period, the offering shares and the final amount of the shares to be placed by the company and by Hess Grundstücksverwaltungs GmbH & Co. KG will be determined in agreement with LBBW with the help of the order book prepared in the bookbuilding procedure. The price range of between EUR 15.50 and EUR 18.50 will form the basis of this bookbuilding procedure.

Delivery and invoicing

The offered shares will be delivered to shareholders in book-entry form. Delivery will occur prospectively two stock market days following the stock market listing, in other words, prospectively on October 26, 2012

Stock market admission/listing

Admission of all of the company's shares to the Regulated Market, as well as at the same time to the sub-area of the Regulated Market with further follow-up admission obligations (Prime Standard) on the Frankfurt Stock Exchange was applied on October 8, 2012.
A decision concerning the admission is the sole responsibility of the Frankfurt Stock Exchange. The approval of the admission will be issued prospectively on October 24, 2012. The listing on the Frankfurt Stock Exchange is planned for October 25, 2012.

Application of issue proceeds

The company intends to utilise the net issue proceeds arising from the placing of the New Shares to finance its strategic objectives and the general business purposes. In particular, the company intends to utilise the net issue proceeds for the following projects:
  1. Investments in expanding international sales (both in its own sales structures and through the founding of new joint-venture companies) 
  2. Investments in sales/growth-oriented investments and corporate takeovers (growth regions of MENAI, North America, Asia) 
  3. Investments for the development of new technologies in the LED/OLED area, corresponding application products, and lighting control and management 
  4. Investments in establishing the new Residential Lighting division (development of new and innovative products, as well as the expansion of sales)
  5. Reduction of liabilities amounting to approximately EUR 10 million (in particular, in connection with the repayment of participation rights financing of EUR 7.5 million, and costs connected with the IPO, as well as the repayment of EUR 2 million)

Kennnummern

International Securities
Identification Number (ISIN)

DE000A0N3EJ6
German Securities Identification Number (WKN)
A0N3EJ
Common Code
084025011
Ticker symbol
HEAG
Detailed information about the offering can be found in the securities prospectus, which can be downloaded here.
Securities prospectus
DOWNLOAD (PDF, 1.42 MB)
Wertpapierprospekt der Hess AG
(German)
DOWNLOAD
Prospekt Nachtrag - 1
(German)
DOWNLOAD (PDF, 16.15 KB)
Preis- und Volumenbekanntmachung
gemäß § 8 Abs. 1 Satz 6 WpPG
(German)