Ad hoc disclosures
Bond placement for institutional investors closed
PNE WIND closes placement of the corporate bond with institutional investors
Cuxhaven, 8 May 2013 – PNE WIND AG today closed the private placement of the 8,0% corporate bond (WKN: A1R074 / ISIN: DE000A1R0741) with institutional investors. Up to midday today in total Notes with an aggregate principal amount of around € 60 million were subscribed by institutional investors and private investors.
The offer period for the public offer of the corporate bond continues until 10 May 2013. Within the public offer investors still have the opportunity to subscribe for Notes of the corporate bond. Further details are provided with the Securities Prospectus.
The Notes of the corporate bond shall be traded on the Regulated Market of the Frankfurt Stock Exchange. The planned inclusion of the Notes to the Prime Standard segment of the Regulated Market for corporate bonds shall presumably only take place if the maximum emission volume of 100 Mio. still was reached until the end of the public offer. Commencement of trading on the Notes shall occur on 15 May 2013.Read more:
Prospectus for a corporate bond published
PNE WIND AG publishes securities prospectus for a corporate bond in the volume of € 100 million
Cuxhaven, 23 April 2013 - Today PNE WIND AG has published the securities prospectus for the issuance of a corporate bond in the volume of up to € 100 million. This prospectus of PNE WIND AG was approved yesterday by the German Federal Agency for Financial Services Supervision (Bundesanstalt für Finanzdienstleistungsaufsicht - BaFin). The issuance of the corporate bonds is accompanied by M.M.Warburg & CO Kommanditgesellschaft auf Aktien, Hamburg, and Close Brothers Seydler Bank AG, Frankfurt am Main. After the placement of the corporate bond it is planned to apply for admission to the Regulated Market and to trade the bonds on the Prime Standard segment for corporate bonds of the Frankfurt Stock Exchange. The contemplated issuance of the corporate bond was already announced by the company in its ad hoc disclosure dated 12 March 2013.
The corporate bond, which is divided into bearer bonds with a nominal value of € 1,000.00 each, covers a period from 14 May 2013 to 1 June 2018 and is bearing interest at a rate of 8.0 %. The bearer bonds will be publicly offered in Germany, Luxembourg and Austria and can be subscribed for an offer period from 4 May 2013 to 10 May 2013; a shortening of this period is possible. Further details can be seen from the securities prospectus.
PNE WIND AG plans to use the net proceeds resulting from the bond to fund further growth. This includes in particular the financing of the purchase price for the acquisition of a majority stake in the WKN AG, Husum; details relating to this transaction have already been disclosed by the company in its ad hoc disclosure dated 19 April 2013.
Further possibilities of use are the development of the onshore and offshore pipeline by the purchase of projects in Germany and abroad as well as the interim financing of the equity of German wind farm projects.
Purchase of majority in WKN AG
PNE WIND AG purchases approx 54 percent of WKN AG
Cuxhaven, 19th April 2013 - PNE WIND AG, Cuxhaven, purchases approx. 54 percent of the shares in the wind farm development specialist, WKN AG, Husum from the former majority shareholder, Volker Friedrichsen Beteiligungs-GmbH. The share purchase contract was signed today. The purchase price is based on a company valuation amounting to approx. EUR 93 million and will be paid by PNE WIND AG with cash funds and own shares. PNE WIND AG shares in the amount of 3,074,209, which were recently bought back at an average share price of Euro 2.66 will be used for this purpose. The Volker Friedrichsen Beteiligungs GmbH has informed PNE WIND AG that it, upon completion of the transaction, will purchase 168,680 convertible bonds issued in 2010 by PNE WIND AG from Luxempart SA, the current owner of the convertible bonds. The Volker Friedrichsen Beteiligungs-GmbH has also announced that they will exercise the conversion right of these convertible bonds into 7,667,272 shares upon completion of the transaction and will then hold approximately 20 percent of the expected number of outstanding PNE WIND AG shares.
PNE WIND AG plans to issue company bonds to the value of EUR 100 million to finance the takeover and other activities. PNE WIND AG and WKN AG have both been active in the project development of wind farms for about 20 years and have conducted this business both in Germany and internationally. The wind farm projects which are being developed complement each other and synergies can be achieved through joint purchasing and sales activities. While PNE WIND AG is active in Germany, Hungary, Rumania, Bulgaria, Turkey, Great Britain, USA and Canada, WKNs experts work on projects in Germany, France, Poland, Italy, USA, Sweden, South Africa, Ukraine and Great Britain.
According to IFRS accounting rules, PNE WIND AG realised turnover of EUR 84.4 million, an operative result (EBIT) of EUR 20.4 million and a net income of EUR 17.0 million in the financial year 2012. In comparison, WKN AG realised a turnover of EUR 44.4 million, earnings before tax (EBT) of EUR 9.1 million and a net income of EUR 6.6 million according to its annual accounts audited in accordance with HGB (German Commercial Code).
Including the sales of project rights, WKN AG has realized wind projects with more than 1,100 MW of nominal capacity – in comparison, PNE WIND AG has realised approx. 820 MW. WKN is currently processing further national and international projects totalling more than 1,700 MW. PNE WIND AG is currently processing onshore projects with about 3,100 MW in Germany and its foreign markets. Additionally, PNE WIND AG is active in the development of offshore wind farms.
The contract is concluded subject to the approval of the governing bodies, an audit by the cartel authorities and other conditions. A subsequent increase in the WKN AG stake to over 80 percent by purchasing a further stake from an industrial investor is possible (Mitveräußerungsrechts).
Share buyback programme completed
PNE WIND AG completes share buyback programme
Cuxhaven, March 22nd, 2013 - PNE WIND AG has completed the share buyback programme resolved in December 2012. A total of 4,126,700 PNE WIND AG shares were bought back at an average share price of EUR 2.60 within the framework of the share buyback programme until today. This is equivalent to a share of about 9 percent of the company's current share capital. The company's Board of Directors has thus fully exploited the shareholders meeting's resolution dated 14th May 2009 authorising it to buy back up to 4,126,700 of the company's own shares.
The shares bought back can be used for all of the purposes foreseen in the shareholders meeting's authorisation resolution. In particular this also includes the sale of shares in return for a payment in the region of the stock exchange price (e.g. by way of a reallocation of shares to selected investors) and the use of the shares as acquisition funding for the purchase of companies or investments in companies.
PNE WIND AG plans to issue bonds and is negotiating a possible acquisition
Cuxhaven, 12th March 2013 - PNE WIND AG intends to issue corporate bonds in the first half of 2013 amounting to EUR 100 million on the Prime Standard segment of the Deutsche Börse (German Stock Exchange). PNE WIND AG intends to use the proceeds to fund both organic and inorganic future growth.
To this extent, the planned issuance of the corporate bond is in connection with exclusive talks, which PNE WIND AG is currently conducting, for the possible acquisition of over 50 % of the shares in a company. The target company is primarily active in the development of onshore wind farms in Germany and abroad. The initial price indication for 100 % of the shares amounts to EUR 100 million. PNE WIND AG is currently conducting Due Diligence.Read more:
PNE WIND AG: Extremely positive result in 2012 is the basis for increased dividend proposal
Cuxhaven, 12th March 2013 – The wind farm project developer, PNE WIND AG (ISIN: DE000A0JBPG2), has closed the financial year 2012 with an extremely positive result. The corporation’s operating result (EBIT) – the definitive key value for project business – amounts to EUR 20.4 million (previous year: EUR 0.1 million) based on the IFRS accounting rules. The result of normal business activity (EBT) amounts to about EUR 15.1 million (previous year: EUR -4.9 million). The undiluted corporate earnings per share was EUR 0.37 (previous year: EUR -0.09) and the diluted corporate earnings per share was EUR 0.31 (previous year: EUR -0.04).Read more: