Nordex SE

euro adhoc: Nordex AG
Capital measures
Nordex AG: Placement of 13 million shares

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Goldman Sachs as Bookrunner and HypoVereinsbank as Co-Lead-Manager are placing 13.0 million shares of Nordex AG in an Accelerated Bookbuilt Offering to institutional investors outside the United States. The offering consists of approximately 5.5 million new shares issued by Nordex from its Authorized Capital with the exclusion of the existing shareholders’ subscription rights - as already announced on May 15, 2006 - and 7.5 million existing shares to be sold by its existing core shareholders on a pro rata basis (Capital Management-Partners, Goldman Sachs, HypoVereinsbank, HSH Nordbank and Morgan Stanley). Bookbuilding will commence immediately. The offer price of the shares will be determined after the books have closed.

The existing core shareholders will jointly retain 56% of the share capital post the transaction. Nordex and the selling shareholders will enter into a lock-up agreement under which they will agree not to issue, respectively to dispose of any additional Nordex shares for a period of 6 months.

A further announcement will be made in due course.

Neither this ad-hoc bulletin nor the information contained herein constitutes an offer to sell or the solicitation of an offer to purchase any securities and, in particular, no public offer for the sale of securities in Germany. The distribution of this announcement and the offer and sale of securities of Nordex AG in certain jurisdictions may be restricted by law. Any person reading this announcement should inform them-selves of and observe any such restrictions. The information contained herein is not for publication or distribution to persons in the United States of America. Any securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold without registration thereunder or pursuant to an available exemption therefrom. Any public offering of securities of Nordex AG to be made in the United States would have to be made by means of a prospectus contained in a registration statement filed with the U.S. Securities and Exchange Commission that would contain detailed information about the issuer of the securities and its management, as well as its financial statements.  It is not intended to file such a registration statement or to conduct a public offering in the United States. This communication is directed only at persons (I) who are outside the United Kingdom or (II) 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 (as amended) (the "Order") or (III) who fall within article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Order (all such persons 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.

@@start.t2@@end of announcement                                                 euro adhoc 17.05.2006 17:02:39

ots Originaltext: Nordex AG
Im Internet recherchierbar:

Further inquiry note:
Ralf Peters
Tel.: +49 (0)40 50098 522

Branche: Alternative energy
ISIN:      DE000A0D6554
WKN:        A0D655
Index:    CDAX, Prime All Share, Technologie All Share
Börsen:  Frankfurter Wertpapierbörse / regulated dealing/prime
              Börse Berlin-Bremen / free trade
              Baden-Württembergische Wertpapierbörse / free trade
              Börse Düsseldorf / free trade
              Bayerische Börse / free trade

Weitere Meldungen: Nordex SE

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