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ad-hoc disclosure pursuant to section 15 of the WpHG transmitted by euro
adhoc with the aim of a Europe-wide distribution. The issuer is solely
responsible for the content of this announcement.
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Company Information
24.10.2012
Restructuring through 5:1 share consolidation (capital write-down) and
subsequent capital increase to original level (debt-for-equity swap) while
retaining stock market listing - turnaround expected for 2014
Blaubeuren, October 24, 2012 - The Management Board has today passed a
resolution to embark together with the significant creditor groups on the
fine-tuning of the insolvency plan which has been submitted to the Ulm
Insolvency Court. The insolvency plan requires the approval of the creditors,
and confirmation by the insolvency court.
The draft of the insolvency plan makes provision whereby the company is to be
continued along with its stock market listing, and the company's capital
structure is to be reorganized so that unsecured creditors' receivables are
transferred to the company in exchange for stock. This is intended to create a
settlement of interests between the shareholders and the company in the
company's continued existence and capital market access, and of the creditors'
interest in the best possible satisfaction of their receivables.
The company's share capital, which currently amounts to EUR 21,162,382, and is
divided into an equal number of ordinary bearer shares, is to be reduced -
following the withdrawal of two shares provided free of charge - by EUR
16,929,904 to EUR 4,232,476 (capital write-down) by consolidating the remaining
21,162,382 shares in a five to one ratio. In a directly subsequent step, the
share capital is to be increased again by EUR 16,929,904 to EUR 21,162,380 by
way of a capital increase against non-cash capital contributions
(debt-for-equity swap).
To this end, the company's unsecured creditors are to assign 70 % of their
unconditional and unrestricted receivables to an administration company, which
will subscribe for the total of 16,929,904 new shares as part of the
debt-for-equity swap. Payment of the remaining 30 % of the receivables will be
deferred until the end of 2015 on a non-interest-bearing basis.
This administration company will hold 80 % of the company's share capital and
shares after the implementation of the restructuring. The creditors will not
participate directly as shareholders in the company, but can participate
indirectly in the company's profitability and value enhancement, in other words,
in the proceeds which are generated in a later disposal of the new shares.
According to current planning, a turnaround is anticipated for 2014 given the
successful implementation of the planned restructuring of the company, and the
significant growth in the market for production technology for the photovoltaic
industry which is expected for 2014. On the basis of the positive market trend
which is assumed for 2014, the company is budgeting negative EBITDA of almost
EUR 18 million for 2013, and a net loss for the year of EUR 24 million. For 2014
and 2015, the company is planning positive EBITDA of EUR 37 million in each
year, and net income of EUR 22 million and EUR 23 million respectively.
--- End of the ad hoc announcement ---
About centrotherm photovoltaics AG
centrotherm photovoltaics AG, which is based at Blaubeuren, Germany, is a
globally leading technology and equipment provider for the photovoltaics sector.
The company equips well-known solar companies and new sector entrants with
turnkey production lines and single equipment to manufacture silicon, and
crystalline solar cells and modules. As a consequence, the Group possesses a
broad and well-founded technological basis, as well as key equipment at
practically all steps of the photovoltaics value chain. centrotherm
photovoltaics guarantees its customers important performance parameters such as
production capacity, efficiencies, and completion deadlines. The Group employed
around 1,300 staff as of August 31, 2012, and operates globally in Europe, Asia
and the USA. centrotherm photovoltaics achieved revenue in the 2011 financial
year of around EUR 700 million. The company is listed in the Prime Standard on
the Frankfurt Stock Exchange.
Further inquiry note:
Kontakt:
Saskia Feil
Senior Manager Investor & Public Relations
Tel: +49 7344 918-8890
E-Mail: saskia.feil@centrotherm.de
Nathalie Albrecht
Manager Public Relations
Tel: +49 7344 918-6304
E-Mail: nathalie.albrecht@centrotherm.de
end of announcement euro adhoc
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issuer: centrotherm photovoltaics AG
Johannes-Schmid-Str. 8
D-89143 Blaubeuren
phone: +49 (0) 7344 91880
mail: info@centrotherm.de
WWW: http://www.centrotherm.de
sector: Energy
ISIN: DE000A0JMMN2
indexes: Prime All Share, GEX, ÖkoDAX
stockmarkets: free trade: Berlin, München, Hamburg, Düsseldorf, Stuttgart,
regulated dealing/prime standard: Frankfurt
language: English