Befesa S.A.
Befesa S.A. sets price range for planned IPO between EUR 28.00 and EUR 38.00 per share
DGAP-News: Befesa S.A. / Key word(s): IPO Befesa S.A. sets price range for planned IPO between EUR 28.00 and EUR 38.00 per share Ratingen, 20 October 2017
Befesa S.A. (“Befesa” or “the Company”) and the Company’s current owner, funds advised by private equity firm Triton, have set the price range for shares offered in its planned Initial Public Offering (the “IPO” or the “Offering”) between EUR 28.00 and EUR 38.00 per share. Detailed information on the IPO is contained in the Befesa IPO Prospectus (the “Prospectus”) which will be made available on the Company’s website (www.befesa.com). The final offer price will be determined during the bookbuilding process. The offer period will begin one working day after the Prospectus has been approved by the Commission de Surveillance du Secteur Financier (“CSSF”), notified to the German Federal Financial Supervisory Authority (BaFin) and published, which is expected to happen during the course of today. The base offer will consist of 14,308,000 ordinary shares (the “Base Sale Shares”) currently owned by funds advised by Triton (the “Selling Shareholder”). Additionally, the Selling Shareholder will provide up to 15% of the Base Sale Shares to cover potential overallotments (the “Greenshoe Shares”). This implies a base offer volume between EUR 461 million and EUR 625 million and a free float above 48% of Befesa’s outstanding share capital assuming the placement of all Greenshoe Shares. The Company has agreed a lock-up period of six months for Triton and the Company as well as twelve months for the Company’s top management. Based on the order book prepared during the book building process, the final offer price per share and the final number of shares to be sold are expected to be determined on or around 2 November 2017. Befesa’s shares are expected to commence trading on the regulated market segment (Prime Standard) of the Frankfurt Stock Exchange on 3 November 2017. Javier Molina, CEO of Befesa, said: “We have received very positive feedback from investors and other stakeholders since we announced our intention to float, confirming our strong belief that this IPO is an important next step for Befesa. We are excited to welcome new investors on this journey of profitable growth with Befesa” The Offering will consist of an offer to the public of the Base Sale Shares, the Greenshoe Shares and the shares offered subject to an up to 15% discretionary upsize option (together, the “Offer Shares”) to retail investors and institutional investors in Germany, and to institutional investors outside Germany under an exemption from the requirement to prepare a prospectus. Outside of the United States, the Offer Shares will be offered in reliance on Regulation S under the Securities Act of 1933 as amended (the “Securities Act”) and to qualified institutional buyers in the United States in reliance on Rule 144A under the Securities Act. Citigroup, Goldman Sachs International and J.P. Morgan are acting as Joint Global Coordinators and Joint Bookrunners on the Offering. Berenberg, Commerzbank, Santander and Stifel are acting as additional Joint Bookrunners. About Befesa Befesa is a leading international provider of critical environmental regulated services to the steel and aluminium industries with facilities located in Germany, Spain, Sweden, France and the UK, as well as in Turkey and South Korea. Through its two business units, steel dust and aluminium salt slags recycling services, Befesa manages and recycles more than 1,300kt of residues annually, with a production of more than 600kt of new materials, which Befesa reintroduces in the market, reducing the consumption of natural resources. Further information can be found on the Company’s website: www.befesa.com Max Hohenberg Maximilian Karpf Investor Relations Rafael Pérez This communication does not constitute or form part of an offer of securities for sale or solicitation of an offer to purchase securities in the United States, Canada, Australia, Japan or in any other jurisdiction in which such offer may be restricted. The securities referred to in this communication have not been, and will not be, registered under the US Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States, except on the basis of an applicable exemption from registration or in a transaction not subject to registration under the Securities Act. There will be no public offering of securities in the United States or anywhere else, except for Germany. In the United Kingdom, this communication is directed only at persons who: (i) are qualified investors within the meaning of the Financial Services and Markets Act 2000 (as amended) and any relevant implementing measures and/or (ii) are outside the United Kingdom or (iii) have professional experience in matters relating to investments and fall within the definition of “investment professionals” contained in article 19 (5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the “Order”) or are persons falling within article 49 (2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Order, or fall within another exemption to the Order (all such persons referred to in (i) to (iii) above together being referred to as “Relevant Persons”). 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. This communication constitutes neither an offer to sell nor a solicitation to buy securities. The public offering in Germany will be made solely by means of, and on the basis of, a securities prospectus for the purposes of Directive 2003/71/EC of the European Parliament and the Council of 4 November 2003, as amended (the “Prospectus Directive”), which is to be published. An investment decision regarding the publicly offered securities of the Company should only be made on the basis of the securities prospectus. The securities prospectus will be published promptly upon approval by the Commission de Surveillance du Secteur Financier (CSSF) and notification to the Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin) and will be available free of charge from the Company, Befesa S.A., 2C rue Albert Borschette, L-1246, Luxembourg, Grand Duchy of Luxembourg, or on www.befesa.com. Statements contained herein may constitute “forward-looking statements.” Forward-looking statements are generally identifiable by the use of the words “may”, “will”, “should”, “plan”, “expect”, “anticipate”, “estimate,” “believe”, “intend”, “project”, “goal” or “target” or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements are based on current expectations and involve a number of known and unknown risks, uncertainties and other factors that could cause the Company’s or its industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. You should not place undue reliance on forward-looking statements and the Company does not undertake publicly to update or revise any forward-looking statement that may be made herein, whether as a result of new information, future events or otherwise. The Joint Bookrunners are acting exclusively for Befesa and Triton in connection with the Offering. They will not regard any other person as their respective client in relation to the Offering and will not be responsible to anyone other than Befesa and Triton for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offering, the contents of this announcement or any other matter referred to herein.
20.10.2017 Dissemination of a Corporate News, transmitted by DGAP – a service of EQS Group AG. |