Earlier today, the Annual General Meeting of Heidelberger
Druckmaschinen AG (Heidelberg) for financial year 2009/10 approved
the subscription rights issue to increase the company's capital
proposed by the Supervisory Board and Management Board. The
proposal was passed by around 97 percent of the votes cast, with
approx. 49 percent of voting capital represented at the meeting.
This decision lays the foundation for the capital increase planned
for the coming months in the form of a subscription rights issue
for all shareholders. Further details will be released shortly
before the capital increase is implemented. The other proposals put
forward by the management were also passed by the vast majority of
shareholders.
"We are extremely pleased that our shareholders have approved
the proposals made at the Annual General Meeting. This is a ringing
endorsement of our
strategy, which we will carry forward in full to get
Heidelberg back on track for success as quickly as possible,"
declared Bernhard Schreier, Heidelberg Chief Executive Officer.
Heidelberg aims to use the capital increase to reduce its
borrowing and strengthen its capital structure. The anticipated
funds are therefore to be used for the proportionate repayment of
the bank loans from the package that was put together to
restructure the Group's financing in June/August 2009. In the
medium term, the company is also seeking to achieve a capital
structure that the capital markets consider meets investment grade
criteria.
"The capital increase gives us greater flexibility to secure
sustainable and independent financing for Heidelberg on the capital
markets," explained Dirk Kaliebe, the company's Chief Financial
Officer. "It will play a crucial role in helping to create added
value and secure the future of our company. Shareholders,
customers, and employees will all benefit equally from this."
The capital increase is intended to raise the company's
share capital by up to 156,086,868 new shares against cash
contributions. The final number of new shares will depend on the
subscription price per share, the aim being to generate gross
proceeds of some EUR 420 million. The subscription price is still
to be set by the Management Board, with the approval of the
Supervisory Board, under consideration of the current market
situation at the time, and factoring in an appropriate risk-related
reduction for the subsequent placement.
The Annual General Meeting for financial year 2009/2010 was
held at the Congress Center Rosengarten in Mannheim, Germany, and
was attended by around 1,700 shareholders. During the AGM, the
Management Board also reviewed the financial statements for the
past financial year (April 1, 2009 to March 31, 2010), and
presented the company's strategy and realignment.
This communication constitutes neither an offer to sell nor a
solicitation to buy or subscribe for securities. Any such offer
will be made solely on the basis of the Securities Prospectus to be
published and registered with the German Financial Supervisory
Authority (BaFin). The information legally required to be provided
to investors is contained only in the Securities Prospectus.
The information contained in this communication is not for
distribution, directly or indirectly, in or into the United States
of America (including its territories and possessions of any State
of the United States of America or the District of Columbia) and
must not be distributed to U.S. persons (as defined in Regulation S
under the U.S. Securities Act of 1933, as amended ("Securities
Act")) or publications with a general circulation in the
United States of America. This communication is not an offer of
securities for sale in the United States of America. The securities
have not been and will not be registered under the Securities Act
and may not be offered or sold in the United States of America
absent registration or an exemption from registration under the
Securities Act. Heidelberg Druckmaschinen AG does not intend to
register any portion of the offering in the United States of
America or to conduct a public offering of the securities in the
United States of America.
This communication is not an offer of securities for sale in
the United Kingdom, Canada, Japan or Australia.
Note for editors:
A recording of the speech - complete with text and presentation
- given by CEO Bernhard Schreier at the AGM is available on the
Internet at
www.heidelberg.com
.
The Annual Report and Agenda for the Annual General Meeting
can also be downloaded from
www.heidelberg.com.
Other dates:
The scheduled publication date for the financial statements
for the first quarter of 2010/2011 is August 10, 2010.
For further information, please contact:
Heidelberger Druckmaschinen AG
Corporate Public Relatios
Thomas Fichtl
Phone: +49 (0)6221 92 5900
Fax: +49 (0)6221 92 5069
E-mail:
thomas.fichtl@heidelberg.com
Important note:
This press release contains forward-looking statements
based on assumptions and estimations by the Management Board of
Heidelberger Druckmaschinen Aktiengesellschaft. Even though the
Management Board is of the opinion that those assumptions and
estimations are realistic, the actual future development and
results may deviate substantially from these forward-looking
statements due to various factors, such as changes in the
macro-economic situation, in the exchange rates, in the interest
rates and in the print media industry. Heidelberger Druckmaschinen
Aktiengesellschaft gives no warranty and does not assume liability
for any damages in case the future development and the projected
results do not correspond with the forward-looking statements
contained in this press release.