Ad-hoc | 27 May 2003 16:02

HeidelbergCement AG english

HeidelbergCement strengthens shareholders’ equity base Ad-hoc-announcement transmitted by DGAP. The issuer is solely responsible for the content of this announcement. ——————————————————————————– The Managing Board of HeidelbergCement AG has resolved, with the consent of the Supervisory Board, to implement a capital increase with subscription rights for shareholders to strengthen the shareholders’ equity base. This measure is part of an overall financing concept consisting of a capital increase, syndicated loan and bond. By this means, HeidelbergCement will refinance existing liabilities, improve its financial flexibility and continue to utilise competitive advantages and growth opportunities related thereto. The Company expects cash proceeds from the capital increase with subscription rights for shareholders in an amount of EUR 400 million. In light of the facts that a major shareholder has undertaken to take up a large portion of the transaction in case other shareholders do not exercise their subscription rights and firm subscription undertakings have already been given by other major shareholders, we expect that this transaction will be completed successfully. The terms of the subscription rights offering will be determined shortly prior to the commencement of the transaction depending on prevailing market conditions. The negotiations conducted concurrently regarding the refinancing of the two outstanding syndicated loans (EUR 700 million, USD 700 million) by means of a new syndicated loan are at a very advanced stage and will probably be concluded in June/July 2003. Furthermore and at the same time, the issuance of a bond is envisaged. The total volume of three measures, to be carried out in a close timely correlation, ensures that HeidelbergCement has a comprehensive and secure financial basis in the following years. Heidelberg, 27 May 2003 The Managing Board end of ad-hoc-announcement (c)DGAP 27.05.2003 Issuer’s information/explanatory remarks concerning this ad-hoc-announcement: No distribution in the U.S.A.: This press release and the information contained therein is not for publication or distribution in the United States of America (U.S.A.) nor for distribution and delivery to U.S. persons (including legal entities) and to publications with a general circulation in the U.S.A.. No offer: This announcement does not constitute either an offer or a solicitation for the submission of an offer for the acquisition of securities. The securities of HeidelbergCement AG described herein are not offered for purchase in the U.S.A. and are not registered under the U.S. securities laws. Caveat in the event of future statements: If we comment on forecasts or expectations in this announcement or if our statements relate to the future, these statements may be associated with known and unknown risks and uncertainties. Actual outcomes and developments may, therefore, deviate significantly from the expressed expectations and assumptions. In addition to other reasons not listed here, deviations may arise from changes in the general economic situation and from the competitive situation, particularly in HeidelbergCement business lines and markets, from acquisitions and the subsequent integration of companies and from restructuring measures. The performance of financial markets and exchange rates as well as national and international law amendments, particularly with regard to tax regulations, may also exert an influence. The company assumes no obligation to update future statements. No obligation to provide updates: The company does not assume any obligation to update statements contained herein. ——————————————————————————– WKN: 604700; ISIN: DE0006047004; Index: MDAX Listed: Amtlicher Markt in Düsseldorf, Frankfurt (Prime Standard), München und Stuttgart; Freiverkehr in Berlin-Bremen, Hamburg und Hannover 271602 Mai 03