Zalando SE
Zalando SE: Price range for Zalando shares set at EUR 18.00 to EUR 22.50
Zalando SE / Key word(s): IPO NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. Price range for Zalando shares set at EUR 18.00 to EUR 22.50 – Total offer volume of EUR 507 million to EUR 633 million including over-allotment – Public offer period to start on 18 September 2014 – Admission to trading on the regulated market (Prime Standard) of the Frankfurt Stock Exchange planned for 1 October 2014 Berlin, 17 September 2014 – Zalando has set the price range for the shares of Zalando SE at EUR 18.00 to EUR 22.50. The shares will be publicly offered starting 18 September 2014 to private investors in Germany and Luxemburg. In the United States Zalando, shares will be offered to qualified institutional investors via a placement under Rule 144A under the U.S. Securities Act of 1933, as amended. The final offer price will be determined based on a book building process. The planned offer will comprise of 24,476,223 newly issued shares and up to 3,671,433 shares in connection with a potential over-allotment. If all offered shares, including the possible over-allotment, are placed, approximately 11.3 per cent of the Company’s share capital (post-IPO) will be placed. Depending on the placement price within the price range, and assuming complete placement of all shares offered, the offer volume will be between EUR 441 million and EUR 551 million (excluding the possible over-allotment) or between EUR 507 million and EUR 633 million (including the possible over-allotment). The Management Roadshow for institutional investors will kick off on 18 September 2014. The company already has cornerstone investments secured in the amount of about EUR 127 million underlining the strong interest in the company and the offering. Investors include the Scottish Mortgage Investment Trust Plc, Baillie Gifford’s flagship investment trust. Upon successful conclusion of the offering, trading in the shares on the regulated market (Prime Standard) of the Frankfurt Stock Exchange is planned to commence on 1 October 2014 under the German Securities Code (WKN) ZAL111 and International Securities Identification Number (ISIN) DE000ZAL1111. All existing shareholders will remain invested, as the entire offering consists of primary shares. The Company intends to use the net proceeds from the offering to fund the continued long-term growth of the Company, as well as for general corporate purposes. About Zalando Contact Zalando SE
These materials may not be published, distributed or transmitted, directly or indirectly, in or into the United States, Canada, Australia or Japan. These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities of Zalando SE (the “Company”) in the United States, Germany or any other jurisdiction. The securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”). The securities of the Company have not been, and will not be, registered under the Securities Act or under the applicable securities laws of Australia, Canada or Japan. Any offer will be made solely by means of, and on the basis of, a securities prospectus (the “Prospectus”) which has been published upon approval by the German Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht – BaFin). The Prospectus is available free of charge from Zalando SE, Tamara-Danz-Straße 1, 10243 Berlin, Germany, or on the Company’s website. Any investment decision regarding the publicly offered securities of the Company should only be made on the basis of the Prospectus. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This announcement may include statements that are, or may be deemed to be, “forward-looking statements”. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms “believes”, “estimates”, “plans”, “projects”, “anticipates”, “expects”, “intends”, “may”, “will” or “should” or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements reflect the Company’s current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company’s business, results of operations, financial position, liquidity, prospects, growth or strategies. Forward-looking statements speak only as of the date they are made. Each of the Company, the Joint Global Coordinators, the Joint Bookrunners, and the Co-Lead Managers (all banks together, the “Underwriters”), and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward looking statement contained in this announcement whether as a result of new information, future developments or otherwise. The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. The information in this announcement is subject to change. This announcement does not constitute a recommendation concerning the potential offering of securities described in this announcement (the “Offering”). Acquiring investments to which this announcement relates may expose an investor to a significant risk of losing the entire amount invested. Potential investors should consult a professional advisor as to the suitability of the Offering for the person concerned. The Underwriters are acting exclusively for the Company and no-one else in connection with the Offering. They will not regard any other person as their respective clients in relation to the Offering and will not be responsible to anyone other than the Company 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. In connection with the Offering, the Underwriters and any of their affiliates, acting as investors for their own accounts, may subscribe for or purchase securities of the Company and may otherwise deal for their own accounts. Accordingly, references in the Prospectus, once published, to the securities being issued should be read as including any issue or offer to the Underwriters and any of their affiliates acting as investors for their own accounts. In addition certain of the Underwriters or their respective affiliates may enter into financing arrangements and swaps with investors in connection with which such Underwriters (or their affiliates) may from time to time acquire, hold or dispose of the Company’s shares. The Underwriters do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so. None of the Underwriters or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or, with limited exception, other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.
17.09.2014 Dissemination of a Corporate News, transmitted by DGAP – a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de |
Language: | English | |
Company: | Zalando SE | |
Tamara-Danz-Straße 1 | ||
10243 Berlin | ||
Germany | ||
E-mail: | presse@zalando.de | |
Internet: | https://corporate.zalando.de | |
End of News | DGAP News-Service |
287533 17.09.2014 |