Capital Stage AG takeover offer for CHORUS Clean Energy AG started the acceptance period for the exchange offer – published
The SDAX-listed Hamburger solar and wind farm operators Capital Stage
AG ( “Capital Stage”) today announced as part of the May 30, 2016 takeover bid
for all shares of CHORUS Clean Energy AG ( “CHORUS”) published the offer document. From
immediately to the CHORUS shareholders every three (3) CHORUS shares in five (5) Capital Stage shares exchange. For the settlement of the exchange offer CHORUS shareholders are requested
to contact their respective custodians. The acceptance period ends on 16 September 2016
24:00 (CET). An extension in accordance with the legal provisions of Wertpapiererwerbsund
Takeover Act (WpÜG) is possible. A corresponding request would of Capital Stage immediately released.
Bid offers CHORUS shareholders an attractive premium The Exchange Offer Capital Stage gives an implied offer price of € 11.501 per CHORUS-share, which represents an attractive premium of 36% 2. “The shareholders of CHORUS benefit from the merger and have a chance at the potential for appreciation of to participate combined company, “said Prof. Dr. Klaus-Dieter Maubach, the
CEO of Capital Stage, the tender offer. “By joining forces we are one of the leading operators of solar and wind parks. The combined Market strength puts us in an excellent position to many of the
profit growth opportunities in the renewable energy sector, “said Untermaubach on.
Merger increases the attractiveness of the stock .A successful merger of the two companies is expected to float andincrease the liquidity of the shares and increase their attractiveness significantly. This results in the affiliated companies additional strategic options. “We want in the coming years continue to grow and further enhance the attractiveness of our company. Medium-term target besides, also a rise from the SDAX to the MDAX on. A successful merger with CHORUS brings us to this goal even significantly closer. A rise in the MDAX would.We provide access to new domestic and foreign investors as well as additional groups offer attractive options for future growth financing, “adds Untermaubach. The
Dividend policy will be continued.1 Based on the information communicated by the BaFin three-month volume-weighted average price of € 6.90 per Capital Stage share as at 29 May 2016. 2 On the information communicated by the BaFin three-month volume weighted average price of € 8.48
CHORUS per share as at May 29, 2016.Capital Stage will achieve minimum acceptance rate of 50 percent plus one share.The takeover bid is subject to the conditions that at least 50 percent plus one (1)
Share of outstanding CHORUS Shares are tendered for exchange, and the successful Registration required for the exchange of non-cash capital Capital Stage in Commercial register. Even before the publication of the offer document had Peter Heidecker, chairman and largest shareholder of Chorus, and board members contractually guaranteed by CHORUS Capital Stage AG, the exchange offer for its shares
to accept from just under 15% of the shares and voting rights at the CHORUS.
Of Furthermore, the shareholders of Capital Stage on July 8, 2016 have at an extraordinary
General Meeting required to exchange non-cash capital by a large majority decided.
Joining forces for the future With the successful merger, the combined company is an excellent
taking position as an independent provider of solar and wind parks. The Total capacity of more than 1 gigawatt is enough to annually more than half a million Households to power. With the proposed acquisition – that of the Management CHORUS is expressly supported – designed Capital Stage industry consolidation actively with and creates the conditions for further growth. The merger increases the
Potential acquisitions and facilitates expansion into new markets within and outside
Together, the companies have already a strong position in the core markets Germany, Italy and France, which, through further investments in the UK, Austria Sweden and Finland are complemented. In addition, benefits the joint venture of a balanced diversification of solar (around 60% of current capacity) and Wind capacity (around 40% of current capacity). With a share of nearly 50% to the
total generation capacity remains Germany’s largest and most important market.
published offer documents.
The offer document was created based on the WpÜG and the publication of the
Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin) allowed today. The document is now available
under www.capitalstage.com under the heading “Investor Relations – Public tender offer
CHORUS Clean Energy AG “is available. In addition, further to the site
Information materials are retrieved.