Ad-hoc | 4 December 2012 08:10
Deutsche Post AG / Key word(s): Issue of Debt
04.12.2012 08:10
Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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Ad hoc notification pursuant to § 15 of the German Securities Trading Act
(Wertpapierhandelsgesetz)
Not for publication or distribution in the United States, Australia, Canada
or Japan.
Ad hoc: Deutsche Post AG launches convertible bond offering
Deutsche Post DHL plans further funding of pension obligations
* Issuance of up to EUR 2.0 billion via convertible bond and two
conventional bonds
* Transaction expected to improve operating cash flow and have a positive
impact on earnings
Bonn, Dezember 4, 2012: Deutsche Post DHL, the world's leading mail and
logistics group, is taking advantage of the favorable capital-market
conditions currently available to companies with a strong credit quality to
obtain long-term funding for a further portion of its pension obligations.
The Group plans to use an array of financing instruments to secure funds of
up to EUR 2.0 billion in total for this purpose. The capital raised will be
used to almost double the plan assets available for the pensions paid to
German employees. The company expects this step to improve its operating
cash flow in coming years because a larger share of pension payments can be
made from plan assets as well as from the returns generated by the
investment of these funds. Furthermore, the Group expects to see a small
positive effect on the Group's financial result and its net income.
The convertible bond and the conventional bonds are expected to be issued
today. The Group is using a combination of those instruments with different
terms. Both the volume of the individual issues and the exact conditions
will be based on market conditions. The Group launched an offer of an
unsubordinated, unsecured convertible bond convertible into ordinary
registered shares of Deutsche Post AG. The offering size will be up to EUR
1.0 billion, based on the initial conversion price convertible into c.
48 million ordinary registered shares of Deutsche Post AG.
The convertible bond, which will be offered only to institutional investors
outside of the US by way of an accelerated bookbuilding, will have a
maturity of seven years and will be issued and redeemed at 100% of their
principal amount should it not be converted. The initial conversion price
will be set at a conversion premium of 30% above the volume
weighted average price of Deutsche Post AG's shares on XETRA during the
bookbuilding period with a coupon range between 0.25% and 0.95%. The Group
is
using an authorization from the Annual General Meeting in 2011 to issue the
convertible bond; subscription rights will be excluded. The convertible
bond is callable by Deutsche Post AG after the first five years if the
XETRA price of Deutsche Post AG's shares (over a certain period) exceeds
130% of the then applicable conversion price. Pricing is expected to be
announced later today and settlement is expected to be on 6 December
2012.
In addition to the convertible bond, the company plans to issue two
conventional bonds with terms of 8 years and 12 years, respectively.
The two conventional bonds are planned to have a total volume of around EUR
1.0 billion.
The company currently has a Moody's credit rating of Baa1. The outlook on
the Moody's rating was raised to 'positive' at the end of September as a
result of Deutsche Post DHL's continued successful business performance and
improvement in key credit metrics. In mid-November, Fitch Ratings issued
the Group a BBB+ rating with a stable outlook as a result of the company's
financial stability and the exceptional position its four divisions
maintain in the global logistics business as well as in the German mail and
parcel market.
- End -
The postal service for Germany. The Logistics company for the world.
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Information and Explaination of the Issuer to this News:
IMPORTANT NOTE
NOT FOR DISTRIBUTION OR RELEASE IN OR INTO THE UNITED STATES OF AMERICA,
AUSTRALIA, CANADA OR JAPAN, OR IN ANY OTHER JURISDICTION IN WHICH OFFERS OR
SALES WOULD BE PROHIBITED BY APPLICABLE LAW
This ad-hoc announcement is for information purposes only and does not
constitute or form part of, and should not be construed as an offer or an
invitation to sell, or issue or the solicitation of any offer to buy or
subscribe for, any securities. In connection with this transaction there
has not been, nor will there be, any public offering of the Convertible
Bonds and Euro Bonds (together the 'Bonds'). No prospectus will be prepared
in connection with the offering of the Bonds. The Bonds may not be offered
to the public in any jurisdiction in circumstances which would require the
Issuer of the Bonds to prepare or register any prospectus or offering
document relating to the Bonds in such jurisdiction.
The distribution of this ad-hoc announcement and the offer and sale of the
Bonds in certain jurisdictions may be restricted by law. Any persons
reading this ad-hoc announcement should inform themselves of and observe
any such restrictions.
This ad-hoc announcement does not constitute an offer to sell or a
solicitation of an offer to purchase any securities in the United States.
The securities referred to herein (including the Bonds and the shares of
Deutsche Post AG to be delivered on conversion) have not been and will not
be registered under the U.S. Securities Act of 1933, as amended (the
'Securities Act') or the laws of any state within the U.S., and may not be
offered or sold in the United States, except in a transaction not subject
to, or pursuant to an applicable exemption from, the registration
requirements of the Securities Act or any state securities laws. This
ad-hoc announcement and the information contained herein may not be
distributed or sent into the United States, or in any other jurisdiction in
which offers or sales of the securities described herein would be
prohibited by applicable laws and should not be distributed to publications
with a general circulation in the United States. The Bonds are being
offered and sold outside the United States only in reliance on Regulation S
under the Securities Act. No offering of the Bonds is being made in the
United States.
In the United Kingdom, this ad-hoc announcement is only being distributed
to and is only directed at (i) 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
(the 'Order') and (ii) high net worth entities falling within Article 49(2)
of the Order and (iii) persons to whom it would otherwise be lawful to
distribute it (all such persons together being referred to as 'relevant
persons'). The Bonds are only available to, and any invitation, offer or
agreement to subscribe, purchase or otherwise acquire such Bonds will be
engaged in only with, relevant persons. Any person who is not a relevant
person should not act or rely on this ad-hoc announcement or any of its
contents.
04.12.2012 DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: Deutsche Post AG
Charles-de-Gaulle-Straße 20
53113 Bonn
Germany
Phone: +49 (0)228 182 - 63 100
Fax: +49 (0)228 182 - 63 199
E-mail: ir@deutschepost.de
Internet: www.dp-dhl.de
ISIN: DE0005552004
WKN: 555200
Indices: DAX
Listed: Regulierter Markt in Berlin, Düsseldorf, Frankfurt (Prime
Standard), Hamburg, Hannover, München, Stuttgart; Terminbörse
EUREX
End of Announcement DGAP News-Service
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