PNE Wind AG plans to issue a bond to finance the further development of the company
- Expected volume of € 50 million and a term of five years
- Exchange offer to holders of the 2013/2018 bond and public offer
- Coupon range for pricing from 4.000 to 4.750%
- Securing medium-term financing for portfolio development and strategy expansion
Cuxhaven, April 5, 2018 – The internationally operating project developer PNE WIND AG plans to place a corporate bond in the amount of approx. euro 50 million. After the placement, the bond will be traded on the OTC market of the Frankfurt Stock Exchange. The corporate bond, which will be issued in bonds with a nominal value of euro 1,000.00 each, has a term from May 2, 2018 to May 2, 2023. The interest margin is set at 4.00% to 4.75%, with the exact interest rate being determined during the offer period. IKB Deutsche Industriebank AG and M.M. Warburg & CO are acting as joint lead managers for this transaction.
The main objectives of this measure are the partial financing of the construction of the new European 2020 wind farm portfolio, the financing of investments to expand the value chain as well as the general financing of organic and inorganic growth of PNE WIND AG. At the same time, the bond, in particular by way of the exchange offer, is intended to partly serve to finance the repayment of the 2013/2018 bond, which is due on June 1, 2018.
Markus Lesser, CEO of PNE WIND AG: “We are in the process of establishing a new European wind farm portfolio with around 200 MW by 2020. We are also expanding our business model and developing into a Clean Energy Solution Provider – a provider of solutions for clean energy. With this new orientation, we will in future also position ourselves in photovoltaics, storage technologies and power-to-gas in addition to wind power. We intend to secure the financial resources for the implementation of these strategic measures at an early stage.”
PNE Wind AG closed the 2017 financial year at the upper end of the forecast with a total output of euro 186.9 million and an operating result (EBIT) of EUR 23.1 million. The Group’s equity increased to euro 235.2 million and the equity ratio was approx. 48 percent. Cash and cash equivalents totalled euro 194.0 million (prior year: euro 147.7 million). PNE Wind AG would like to take advantage of this positive operational development and the currently attractive market environment to secure corporate financing through the bond issue in the medium term and to optimise financing costs.
The offer consists of three parts. Under a public exchange offer, the holders of the 2013/2018 bonds (ISIN: DE000A1R0741) may exchange their bonds for the new bonds offered. In addition, the participants in the exchange offer have a multiple-purchase option and may subscribe for further bonds in excess of their holdings. For both the exchange offer and the multiple-purchase option, the period starts on April 6, 2018 and is expected to end on April 20, 2018 (6 p.m. CEST). Thereafter, the public offer with a subscription period from April 24, 2018 until April 25, 2018 (2 p.m. CEST) will follow. Both the exchange offer and the public offer may be terminated prematurely at any time in accordance with demand.
Institutional investors can subscribe directly via IKB Deutsche Industriebank AG or M.M.Warburg & CO as part of a private placement. Private investors in Germany and Luxembourg can place purchase orders via their house bank or custodian bank at the Frankfurt Stock Exchange. The inclusion of the bonds in the open market of the Frankfurt Stock Exchange is planned for May 2, 2018.
The prospectus was approved by the Luxembourg Financial Market Supervisory Authority “Commission de Surveillance du Secteur Financier” (CSSF) on April 6, 2018 and notified to the Federal Financial Supervisory Authority (BaFin). The prospectus is available for downloading on the website of PNE Wind AG (https://www.pnewind.com/investor-relations/anleihen/) of the Frankfurt stock exchange (www.boerse-frankfurt.de) and the Luxemburg stock exchange (www.bourse.lu).
Bond key data
|Issuer||PNE WIND AG|
|Volume||up to euro 50,000,000 (maximum of euro 60,000,000)|
|ISIN / WKN||DE000A2LQ3M9 / A2LQ3M|
|Rating||BB, positive outlook (Creditreform Rating AG, March 2018)|
|Coupon||coupon within the interest range 4.000 % to 4.750 %, determination of the coupon during the offer period|
|Period for exchange offer||April 6 to April 20, 2018 (6 p.m. CEST), subject to early closing|
|Period for multiple-purchase option||April 6 to April 20, 2018 (6 p.m. CEST), subject to early closing|
|Subscription period||April 24 to April 25, 2018 (2 p.m. CEST), subject to early closing|
|Value date||May 2, 2018|
|Term||5 years May 2, 2018 to May 2, 2023|
|Repayment||at 100 % of the nominal amount|
|Early repayment||optional redemption right of the issuer, permissible after three years after issue and in other cases; for further details please refer to the bond terms.|
|Rights of termination||among other things, in the event of a change of control, suspension of payment, cross-default and other reasons set forth in the bond terms|
|Obligations of the issuer||negative pledge for capital market liabilities, restriction of sale; compliance with minimum equity capital ratio: <25% (interest step-up of 0.75 percentage points) or <20% (interest step-up of 2.5 percentage points); for details, please see the bond terms.|
|Stock exchange segment||open market of Deutsche Börse AG (regulated market of the Frankfurt Stock Exchange)|
|Joint Lead Manager||IKB Deutsche Industriebank AG; M.M.Warburg & CO (AG & Co.) Kommanditgesellschaft auf Aktien|