- Issuing volume including over-allotment of EUR 747.5 million
- Brenntag receives EUR 525.0 million from the capital increase before transaction costs
- Strong demand from institutional investors in Germany and abroad
- Offer multiple times over-subscribed based on issue price
Brenntag, global market leader in chemical distribution, jointly with indirect majority owners, funds advised by BC Partners, and the Joint Bookrunners Deutsche Bank, Goldman Sachs International, BofA Merrill Lynch and J.P. Morgan, today determined the issuing price for shares offered in the context of the stock market flotation at EUR 50.00 per share. Including the greenshoe option, 14.95 million shares were placed. Demand, particularly from institutional investors, exceeded the supply multiple times. The first day of trading on the regulated market (Prime Standard) of the Frankfurt stock exchange is Monday, 29 March 2010.
The offer comprised a total of 14.95 million shares, including 10.5 million shares from a capital increase as well as 2.5 million shares from the selling shareholder, and 1.95 million shares from an over-allotment in the context of a greenshoe option granted to the consortium banks by the selling shareholder. All shares were successfully placed with institutional investors in Germany and abroad as well as private investors in Germany and Luxemburg. As a result, the issuing volume including over-allotment totals to EUR 747.5 million. Of this, the company will receive gross proceeds of EUR 525.0 million before deducting applicable transaction costs.
“We are very pleased with the strong demand for our shares, and are now looking forward to the first day of trading. The listing on the stock market is, in our view, the logical step in Brenntag’s development. Our future course will continue to focus clearly on profitable growth, both organically and through acquisitions,” says Stephen Clark, CEO of Brenntag. The global market leader in chemical distribution will use the proceeds from the capital increase to strengthen its equity capital base, which serves as foundation for future growth especially in growth markets and for the development of the leading market position.
“Our solid financial foundation with high liquidity forms the basis for our profitable growth, which we aim to continue in the future. As a listed company, we are now seeking to be included in the MDax,” adds Jürgen Buchsteiner, CFO of Brenntag.
The percentage of free float will in future, after full exercise of the Greenshoe option, be close to 30 per cent. Both the company and the selling shareholder have agreed to a period of six months from initial listing to comply with Lock-Up agreements and selling restrictions.
Concerning private investors, each order placed with one of the syndicate banks will receive an allocation according to the following algorithm:
Each order where demand is up to 50 shares receives full allocation.
Orders above 50 shares will receive an allocation of 50 shares plus 40% of the exceeding demand. The "Principles Governing the Allocation of Share Issues to Private Investors'' were observed, and the allocation of the offer to private investors in Germany will be completed according to standard criteria applying to all consortium banks and their associated institutes.
Brenntag’s shares will be traded from Monday 29 March 2010 under the trading symbol BNR, the International Securities Identification Number (ISIN) DE000A1DAHH0 and the German Securities Code (WKN) A1DAHH.
Brenntag is the global market leader in full-line chemical distribution (based on most recent market data). Linking chemical manufacturers and chemical users, Brenntag provides business-to-business distribution solutions for industrial and specialty chemicals globally. With over 10,000 products and a vast supplier base, Brenntag offers one-stop shop solutions to more than 150,000 customers. The value-added services include just-in-time delivery, product mixing, formulation, repackaging, inventory management, drum return handling as well as technical services. Headquartered in Mülheim an der Ruhr, Germany, Brenntag operates a global network with more than 400 locations in more than 60 countries. In 2009 the company realized global sales of EUR 6.4 billion (USD 8.9 billion) with approximately 11,000 people.
This announcement does not contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, securities to any person in Australia, Canada, Japan, or the United States or in any jurisdiction to whom or in which such offer or solicitation is unlawful. The securities referred to herein may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or another exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Subject to certain exceptions, the securities referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan. The offer and sale of the securities referred to herein has not been and will not be registered under the Securities Act or under the applicable securities laws of Australia, Canada or Japan. There will be no public offer of the securities in the United States.
Investors should not purchase or subscribe for any shares referred to in this press release except on the basis of information in the prospectus issued by Brenntag AG (the “Company”) in connection with the offering of such shares and approved by the German Financial Supervisory Authority (BaFin) on 15 March 2010. Copies of the prospectus are available free of charge from Brenntag AG (Corporate Communications, Stinnes-Platz 1, D-45472 Mülheim an der Ruhr, Germany) or on Brenntag’s website (www.brenntag.de).
This announcement is directed at and/or for distribution in the United Kingdom only to (i) persons who have professional experience in matters relating to investments falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (ii) high net worth entities falling within article 49(2)(a) to (d) of the Order (all such persons are referred to herein as “relevant persons”). This announcement is directed only at relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.