News Column

DGAP-News: Salzgitter AG announces adjustment of the Exchange Ratio under the bonds exchangeable into shares of Aurubis AG due 2017

February 27, 2014

DGAP-News: Salzgitter AG / Key word(s): Bond Salzgitter AG announces adjustment of the Exchange Ratio under the bonds exchangeable into shares of Aurubis AG due 2017 28.02.2014 / 08:00 --------------------------------------------------------------------- Publication dated 28 February 2014 Not for publication or distribution in the United States, Australia, Canada, Japan or South Africa International Securities Identification Number (ISIN): DE000A1AYDS2 German Wertpapierkennummer (WKN): A1AYDS On 26 February 2014, the shareholders' meeting of Aurubis AG resolved upon the payment of a cash dividend for the financial year 2012/2013 of EUR 1.10 per no-par value share in Aurubis AG entitled to dividends. Herewith Salzgitter AG announces that the Exchange Ratio under the senior unsecured bonds exchangeable into existing ordinary bearer shares of Aurubis AG, issued by Salzgitter Finance B.V. and guaranteed by Salzgitter AG, due 2017 (the "Bonds") is adjusted following the payment of an Extraordinary Cash Dividend pursuant to 10 (5) of the Terms and Conditions of the Bonds. Pursuant to 10 (14) of the Terms and Conditions of the Bonds, the Extraordinary Cash Dividend for the Relevant Financial Year lasting from 1 October 2012 to 30 September 2013 amounts to EUR 1.10. As a consequence, the adjusted Exchange Ratio amounts to 1,080.8742. This Adjustment in accordance with 10 (11) of the Terms and Conditions of the Bonds became effective on 27 February 2014. IMPORTANT NOTE - NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA (OR TO US PERSONS), AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA, OR IN ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW This publication is for information purposes only and does not constitute or form part of, and should not be construed as an offer or an invitation to sell, or issue or the solicitation of any offer to buy or subscribe for, any securities. In connection with this transaction there has not been, nor will there be, any public offering of any securities. The Bonds may not be offered to the public in any jurisdiction in circumstances which would require the Issuers of the Bonds to prepare or register any prospectus or offering document relating to the Bonds in such jurisdiction. The distribution of this publication and the offer and sale of the Bonds in certain jurisdictions may be restricted by law. Any persons reading this publication should inform themselves of and observe any such restrictions. This publication does not constitute an offer to sell or a solicitation of an offer to purchase any securities in the United States, Germany or any other jurisdiction. The securities referred to herein (including the Bonds and the shares of Aurubis AG) 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 in the United States or to or for the account or benefit of U.S. persons, except in a transaction not subject to, or pursuant to an applicable exemption from, the registration requirements of the Securities Act. This publication and the information contained herein may not be distributed or sent into the United States, or in any other jurisdiction in which offers or sales of the securities described herein would be prohibited by applicable laws and should not be distributed to United States persons or publications with a general circulation in the United States. No offering of the Bonds is being made in the United States. Subject to certain exceptions, the securities referred to herein (including the Bonds and the shares of Aurubis AG) may not be offered or sold in Australia, Canada, Japan or South Africa to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, Japan or South Africa. The offer and sale of the securities referred to herein has not been and will not be registered under the applicable securities laws of Australia, Canada, Japan or South Africa. 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 are outside the United Kingdom or (ii) have professional experience in matters relating to investments who 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) and (ii) 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 offer of the Bonds may in member states of the European Economic Area which have implemented the Prospectus Directive (each, a "relevant member state"), only be directed at persons who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC as amended and applicable) and pursuant to the relevant implementing rules and regulations adopted by each relevant member state ("Qualified Investors"). Contact: Markus Heidler Head of Investor Relations Salzgitter AG EisenhÜttenstraße 99 38239 Salzgitter Phone +49 5341 21-6105 Fax +49 5341 21-2570 E-Mail ir@salzgitter-ag.de End of Corporate News --------------------------------------------------------------------- 28.02.2014 Dissemination of a Corporate News, transmitted by DGAP - a company of EQS Group AG. The issuer is solely responsible for the content of this announcement. DGAP's 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: Salzgitter AG EisenhÜttenstraße 99 38239 SalzgitterGermany Phone: +49 5341 21-01 Fax: +49 5341 21-2727 E-mail: info@salzgitter-ag.de Internet: www.salzgitter-ag.de ISIN: DE0006202005 WKN: 620200 Listed: Regulierter Markt in Frankfurt (Prime Standard), Hannover; Freiverkehr in Berlin, DÜsseldorf, Hamburg, MÜnchen, Stuttgart End of News DGAP News-Service --------------------------------------------------------------------- 254851 28.02.2014


For more stories on investments and markets, please see HispanicBusiness' Finance Channel



Source: DGAP Corporate News


Story Tools