Hess publishes IPO details: subscription period starts today
- Public offering of up to 2,645,000 ordinary shares
- Targeted issue volume of € 46 million to € 53 million excluding over-allotment option
- Subscription period from October 8 until October 17, 2012
- Existing majority shareholders to remain significantly invested
Hess AG, one of the internationally established manufacturers of external and architectural lighting, is planning the initial listing of its shares in the Prime Standard of the Frankfurt Stock Exchange for October 19, 2012. The price range for the offered shares lies between € 20.00 and € 23.00. The period during which interested investors can subscribe for the shares starts today, October 8, 2012, and will end prospectively on October 17, 2012. On the last day of the offering period, private investors and institutional investors will be able to submit purchase offers until prospectively 12:00 hours (Central European Time). The offering consists of a public offering in Germany, and an international private placing outside the United States of America, Australia, Japan and Canada. The final placing price will be derived from a bookbuilding process, and will be announced through an ad hoc announcement prospectively on October 17, 2012.
The share offering comprises up to 2,300,000 shares and a further up to 345,000 shares as part of a potential over-allotment from the holdings of the main shareholder, Hess Grundstücksverwaltungs GmbH & Co. KG; strategic investor HPE Pro Institutional Fund B.V. will sell no shares as part of the IPO. Given a complete placing, the gross issue proceeds for Hess AG will amount to around € 46 million to € 53 million (without Greenshoe option). The targeted free float will stand at around 50.7 % after the IPO given a complete placing of all offered shares and the full exercise of the Greenshoe option. Landesbank Baden-Württemberg ("LBBW") will manage the transaction as Lead Manager and Sole Bookrunner; Kempen & Co. N. V. ("Kempen") and M.M. Warburg & CO KGaA ("M.M. Warburg") will be the Co-Lead Managers.
The company primarily aims to finance its continued growth with the proceeds from the transaction. The strategic focus in this context is the high-growth global LED market in the general lighting area, for which an average annual growth rate of 31.1 % is forecast between 2011 and 2020. Hess aims to utilise its positioning on this market, mainly through expanding its international sales operations, and the opportunistic acquisition of interests in companies or entire companies - preferably in, or with good access to, the growth regions of the Middle East, North America and Asia. Hess also plans to develop further technologies in the LED and OLED (organic LED) area, and to establish a new "Residential Lighting" division. The existing "Avangardo Line" product line, in which Hess offers lighting for building-related use, is then to be converted fully to LED technology.
Christoph Hess, CEO of Hess AG, explains the motives for the IPO: "As an LED pioneer, we have a strong international sales network with established brands. We have grown our revenues by an average of 14 % per year between 2009 and 2011, and we have grown ever more profitable over the same period. At the same time, we identify considerable growth potential in our core markets of Europe, Asia, the Middle East and North America. Demand for energy-efficient lighting is becoming increasingly stronger on all of these markets. The planned IPO plays a decisive role in helping us to participate in this LED revolution."
Further details about the offering
The offering consists of a public offering in Germany, and an international private placing outside the United States of America, Australia, Japan and Canada. The German Federal Financial Supervisory Authority (BaFin) approved the corresponding securities prospectus on October 5, 2012. The securities prospectus is published on the company's website (http://www.hess.eu), and is available free of charge in printed form from the company (Lantwattenstrasse 22, 78050 Villingen-Schwenningen, Germany), and from the Landesbank Baden-Württemberg (Am Hauptbahnhof 2, 70173 Stuttgart, Germany).
This publication represents neither an offer to purchase nor the request for an offer for the purchase of securities. Hess AG securities are not, and will not be, offered publicly outside Germany. Any public offer in Germany occurs exclusively through and on the basis of a securities prospectus. The securities prospectus is published on the company's website (http://www.hess.eu), and is available free of charge in printed form from the company (Lantwattenstrasse 22, 78050 Villingen-Schwenningen, Germany, Fax 07721/920250), and from the Landesbank Baden-Württemberg, Am Hauptbahnhof 2, 70173 Stuttgart, Germany, Fax 0711/127 25198).
This publication represents neither an offer to purchase nor the request for an offer for the purchase of securities in the United States of America. Hess AG shares may not be offered or sold in the United States of America, or to "US Persons" (as defined in Regulation S of the US Securities Act of 1933 in the respective valid version (the "Securities Act")), or for the account of "US Persons", unless they are registered or exempt from the requirement to register pursuant to the Securities Act. The shares were not, and are not, registered pursuant to the Securities Act.
This publication is for distribution only to
(i) individuals who have professional experience in matters relating to investments, or
(ii) individuals who fall under Article 49 (2) (a) to (d) ("high net worth companies", unincorporated associations etc) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, or
(iii) other individuals to whom they may be legally made accessible (whereby such individuals are together designated as "Relevant Persons").
This publication is addressed exclusively to Relevant Persons. Individuals who are not Relevant Persons may not act on the basis of trust in this publication. Any investment or investment activity relating to this publication is open exclusively to Relevant Persons, and will be entered into solely with Relevant Persons.
Hess GmbH Licht + Form
Hess AG, headquartered at Villingen-Schwenningen, Baden-Württemberg, Germany, is one of the internationally established manufacturers of external and architectural lighting. One focus in this context is on energy-efficient lights utilising modular LED technology. With the acquisition of Frankfurt-based emdelight GmbH in March 2012, Hess also further expanded its excellent positioning on the global market for aesthetically structured lighting solutions. Projects realised by emdelight include illuminating the facade of the Commerzbank's head office in Frankfurt, and recently the 8.5 km-long Barwa Commercial Avenue shopping centre in Qatar.
Hess generated € 68.1 million of revenue in the 2011 financial year, and EBIT (operating profit) of € 5.6 million, equivalent to an 8.2 % EBIT margin. The company further accelerated its year-on-year growth rate in the first half of 2012, achieving approximately 39 % revenue growth. The company's products are distributed and sold in more than 50 countries worldwide - with a growing presence on the important lighting markets of Europe, Asia, the Middle East and North America. The company manufactures at three locations in Germany and the USA; Hess also has final assembly capacities, including in Japan and China. During the first half of 2012, the company employed an average of 360 staff.
On the Internet at www.hess.eu.