News Column

DGAP-News: 3W Power S.A.: Results of financial restructuring measures

August 26, 2014

DGAP-News: 3W Power S.A. / AEG Power Solutions / Key word(s): Capital Reorganisation/Bond 3W Power S.A.: Results of financial restructuring measures 26.08.2014 / 23:55 --------------------------------------------------------------------- August 26, 2014 3W Power S.A.: Results of financial restructuring measures Luxembourg/Zwanenburg, The Netherlands - August 26, 2014. 3W Power S.A. (Shares: ISIN LU1072910919, 3W9K, New Bonds: ISIN DE000A1ZJZB9 / WKN A1ZJZB) (the "Company"), holding company of AEG Power Solutions Group, a global provider of power electronics systems and solutions for industrial power supplies and renewable energy applications, announces the final results of the financial restructuring measures by the creditors of its previous 9.25 % bearer bonds 2010/2015 (ISIN DE000A1A29T7 / WKN A1A29T) (the "Old Bond"). Approximately 82% of the creditors of the Old Bond exercised their rights to new shares and approximately 84% exercised their rights to new notes. The acquisition period went from 31 July 2014 up to 22 August 2014. The remaining shares and new notes were offered to the previous bond creditors and eligible previous shareholders by way of an accelerated book build. The shares were sold for 0.26 Euro per share and the notes were sold for 70% of their nominal value. This translates into a value of EUR 117.52 per share subscription right and EUR 350.00 per bond subscription right not exercised. The proceeds will be paid to the Old Bond holders who elected not to subscribe to the new debt and equity. The payment of the cash settlement is expected to take place on 3 September 2014. Close Brothers Seydler Bank AG ("Close Brothers") acted as settlement agent and arranged the accelerated book build. The new shares are scheduled to be included in the existing shares listing of the Company (ISIN LU1072910919) on 29 August 2014. The inclusion of the new notes to trading in the unregulated market (Open Market) of the Frankfurt Stock Exchange is expected to occur on 27 August 2014 by way of trading on terms of issue. In addition to the exchange of the Old Bond, the Company has successfully completed a capital increase of EUR 4 million by way of a rights offering to shareholders. The rights offering was fully underwritten and rights not exercised by existing shareholders were sold as private placements to those conducting the underwrite. The price of the rights offer as previously disclosed was EUR 0.16. Both the Board of Directors of 3W Power S.A. as well as the joint representatives of the bond creditors expressed their contentment about the conclusion of the transaction. "The necessary restructuring measures were implemented in a clear and efficient manner. I would like to thank all stakeholders for their consistently reliable cooperation and Close Brothers Seydler Bank AG for the smooth implementation. AEG PS can now focus exclusively on the continued operational improvement initiatives that will be necessary to create a sustainably reliable, stable and successful company", stated Jeffrey Casper, Chief Restructuring Officer of 3W Power S.A. "Losses of bond creditors could be limited through successful restructuring, and the new shares provide them an opportunity to gain from an improvement in the future value of the company," commented Dr. Dirk Wolfertz, Chairman of the Board of Directors of 3W Power S.A. "The closing of the financial restructuring of 3W Power S.A. is a big achievement for all parties involved and provides a constructive template and example for other restructuring processes," said Dr. Thomas Hoffmann, Team Treuhand GmbH, joint representative of the previous bond. Disclaimer This publication constitutes neither an offer to sell nor a solicitation to buy or subscribe to securities. The rights offering has been made solely on the basis of the prospectus dated 22 July 2014 (including its supplements) and the exchange offer has been made on the basis of the prospectus dated 22 July 2014 with respect to the new shares and on the basis of the prospectus dated 29 July 2014 with respect to the New Bond (including their supplements). The information legally required to be provided to investors is contained only in the prospectuses. The prospectuses are available on the internet at the Company's website (www.aegps.com) and during normal business hours at the Company. This publication constitutes neither an offer to sell nor a solicitation to buy or subscribe to securities in the United States of America, nor is part of such offer or solicitation. The securities have not been and will not be registered under the Securities Act and may not be offered or sold in the United States of America absent registration pursuant to the Securities Act (as amended) or an exemption from registration under the Securities Act. The Company does not intend to register any portion of the offering in the United States of America or to conduct a public offering of the securities in the United States of America. Outside Germany and Luxembourg, this publication is only addressed to and directed at persons in member states of the European Economic Area who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC as amended) ("Qualified Investors"). In addition, in the United Kingdom, this publication is being distributed only to, and is directed only at, Qualified Investors who (i) are persons 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"), (ii) are high net worth entities falling within Articles 49(2)(a) to (d) of the Order, or (iii) other persons to whom it may otherwise lawfully be communicated. The information contained herein is not for publication or distribution in or into the United States of America, Canada, Japan or Australia. -- End of Announcement -- Characters: c. 5,700 About 3W Power/AEG Power Solutions: 3W Power S.A. (previously: WKN A1W2L4 / ISIN LU0953526265; new: WKN A114Z9 / ISIN LU1072910919), based in Luxembourg, is the holding company of AEG Power Solutions Group. The Group is headquartered in Zwanenburg in the Netherlands. The shares of 3W Power are admitted to trading on Frankfurt Stock Exchange (previously ticker symbol: 3W9, new 3W9K). For more information, visit www.aegps.com For further information, please contact: Katja Buerkle Investor Relations & Financial Communications AEG Power Solutions Tel.: +31 20 4077 854 Mobile: +31 6 1095 9019 Email: investors@aegps.comChristian HillermannHillermann Consulting Investor Relations for AEG Power Solutions Tel.: +49 40 320 279 10 Mobile: +49 173 5379660 Email: office@hillermann-consulting.de --------------------------------------------------------------------- 26.08.2014 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: 3W Power S.A. / AEG Power Solutions 19, rue EugÈne Ruppert L-2453 Luxembourg Grand Duchy of Luxembourg Phone: +31 20 4077 863 Fax: +31 20 4077 875 E-mail: michael.julian@aegps.com Internet: www.aegps.com ISIN: LU1072910919, DE000A1A29T7, WKN: A114Z9 , A1A29T, Listed: Regulierter Markt in Frankfurt (General Standard); Freiverkehr in Berlin, Berlin - Tradegate Exchange, MÜnchen End of News DGAP News-Service --------------------------------------------------------------------- 284041 26.08.2014


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