Manz AG successfully completes capital increase

20.05.2016 | Reutlingen

• Net proceeds of around 75.6 million euros achieved
• Cash and cash equivalents of about 80 million euros provide a solid basis for further growth

Manz AG (ISIN: DE000A0JQ5U3) has successfully completed its capital increase from authorised capital. By issuing a total of 2,323,224 new shares, the company will receive net proceeds of approximately 75.6 million euros. After deducting the scheduled repayment of loans from German financial institutions and those costs covering an impact on liquidity in the 2016 financial year within the scope of restructuring, Manz AG thus has cash and cash equivalents amounting to about 80 million euros available for further corporate growth.

The entry of the capital increase in the commercial register will increase the number of shares from 5,420,864 to 7,744,088. Of the 2,323,224 new shares, a total of 1,523,480 new shares were acquired by Shanghai Electric Germany Holding GmbH, a German subsidiary of Shanghai Electric Group Co., Ltd. (Shanghai, China), based on (or at an exercise price of) 34.74 euros per new share. Thus, the new anchor shareholder is Shanghai Electric, with a 19.67% stake in Manz AG, which gives the shareholder structure additional stability. Subscription rights were exercised by other investors for a total of 799,744 new shares. The number of shares held by Dieter Manz and Ulrike Manz remains unchanged, as they are not exercising their subscription rights themselves, but transferring them to Shanghai Electric Germany Holding GmbH. Their combined share is 27.32%, or 24.66% and 2.66%, while the widespread shareholdings amount to 53.01%.

“We view the result as a demonstration of our shareholders’ absolute confidence in Manz AG. We have a broad and stable shareholder base and one which we have been able to expand, with Shanghai Electric as the new anchor investor, who can at the same time provide us with access to the highly attractive Chinese market. With an equity ratio after the capital increase of well over 50%, we have a very strong basis for achieving our strategic and operational objectives,” explained Dieter Manz, Manz AG’s CEO.

As a next step, it is expected that Shanghai Electric could, in accordance with the contractual negotiations and after completion of a voting agreement with Dieter Manz, take control of Manz AG pursuant to Section 29(1) of the Securities Acquisition and Takeover Act, because it would be also allocated the voting rights pertaining to shares held by Dieter Manz, as well as the shares acquired from the planned capital increase. Shanghai Electric would thus be obliged to make the shareholders in the company an offer to purchase their shares (mandatory offer). The shareholder Dieter Manz has undertaken, in the case of the conclusion of a voting agreement and following a mandatory offer, to sell as many shares to Shanghai Electric as is required for Shanghai Electric (through its subsidiary) to reach a share of 30.1% in the company.

Dieter Manz said: “With the expected subsequent share increase by Shanghai Electric to about 30%, we have a long-term strategic investor at our side, who will also open up further operational business opportunities to us. With the completion of the financial restructuring, we now turn our focus to the planned profitable growth of our company!” At the SNEC solar exhibition held in Shanghai at the end of May, there will be preliminary discussions taking place with the new anchor investor regarding the operational start of the cooperation.