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STS Group AG: Listing in the Prime Standard and allocation principles
Hallbergmoos/Munich, 31 May 2018. STS Group AG is to commence trading on the regulated market (Prime Standard) of the Frankfurt Stock Exchange on 1 June 2018 under the ticker symbol SF3, GSIN A1TNU6, ISIN DE000A1TNU68.
A total of 2,300,000 shares in STS Group AG was placed. Of these, 1,000,000 shares originate from a capital increase against cash contributions and a further 1,000,000 shares from the portfolio of Mutares AG. In addition, 300,000 shares from the Mutares AG portfolio were issued in connection with an over-allotment. The placement volume amounted to 55 million euros, of which STS Group AG received gross issue proceeds of EUR 24 million. The issue proceeds of STS Group AG are to be used primarily for further expansion in China and North America.
Assuming that the greenshoe option is exercised in full, the free float amounts to 38 percent of the share capital. The remaining 62 percent of the outstanding shares will continue to be held by Mutares AG as the strategic majority shareholder. STS Group AG and Mutares AG are subject to a lock-up period of 12 months from the date of initial listing.
The IPO was accompanied by Hauck & Aufhäuser Privatbankiers Aktiengesellschaft as sole global coordinator and MAINFIRST BANK AG as joint bookrunner. Hauck & Aufhäuser Privatbankiers Aktiengesellschaft will act as stabilisation manager from the date of listing.
In the allocation, not all purchase offers from private investors could be taken into account.
The subscription offers transmitted via the subscription functionality Direct Place of the Frankfurt Stock Exchange were serviced according to the following allocation key: Only subscription offers submitted at the final offer price of EUR 24.00 per share were serviced, subscription orders of less than 20 shares were not serviced, subscription orders of more than 20 shares were allocated 75 percent to the respective subscription volume (at least 20 shares, maximum 4,000 shares), whereby rounding off commercially.
Once allotted, investors will receive a separate securities statement from their custodian bank. Investors can also obtain further information on the shares allocated to them from the custodian bank. The allocation of subscription offers via the subscription functionality was based on uniform principles. The "Principles for the Allocation of Share Issues to Private Investors" issued by the Stock Exchange Expert Commission at the Federal Ministry of Finance on 7 June 2000 were respected.
About the STS Group
The STS Group, www.sts.group, is a leading global commercial vehicle system supplier to the automotive industry in the soft and hard trim area. The Group, which has a history of tradition and expertise dating back to 1934, employs more than 2,500 people worldwide and generated pro forma revenue of more than EUR 425 million in 2017. At its 16 plants in total in France, Italy, Germany, Poland, Mexico, Brazil and China, the STS Group produces plastic and acoustic components, such as solid and flexible vehicle trim, noise and vibration-damping materials and entire interior and exterior trim systems. STS is considered a technology leader in the manufacture of plastic injection molding, specialty acoustic products and sheet molding compounds (SMC). SMC technology is used in electromobility, specifically for lightweight vehicle construction, and can efficiently replace metal components. STS has a strong footprint in China, Europe, Mexico and Brazil. The customer portfolio comprises leading international commercial vehicle and automotive manufacturers.
STS GROUP AG
Investor Relations und Ansprechpartner Wirtschaftspresse
CROSS ALLIANCE communication GmbH
Tel.: +49 (0)89 89827227
These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities (the "Securities") of STS Group AG (the "Company") in the United States, Australia, Canada or any other jurisdiction in which such offer or solicitation is unlawful. The Securities referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan subject to certain exceptions.
The Securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The Securities of the Company have not been, and will not be, registered under the Securities Act. There will be no public offering of the securities in the United States. Any sale in the United States of the Securities mentioned in this communication will be made solely to "qualified institutional buyers" as defined in, and in reliance on, Rule 144A or another exemption under the Securities Act.
This publication constitutes neither an offer to sell nor a solicitation to buy securities of STS Group AG. The offer is being made solely by means of, and on the basis of, the published securities prospectus (including any amendments thereto, if any). An investment decision regarding the publicly offered securities of STS Group AG should only be made on the basis of the securities prospectus. The securities prospectus has been approved by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin)) and is available free of charge from STS Group AG, Zeppelinstrasse 4, 85399 Hallbergmoos, Germany, or on the STS Group AG website.
In the United Kingdom, this document is only being distributed to and is only directed at persons who (i) are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling within Article 49(2)(a) through (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). This document is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.
In connection with the placement of the offer shares Hauck & Aufhäuser Privatbankiers Aktiengesellschaft will act as the stabilization manager (the "Stabilization Manager") and may, as Stabilization Manager, and acting in accordance with legal requirements (Article 5 para. 4 and 5 of the Market Abuse Regulation (EU) No 596/2014 in conjunction with Articles 5 through 8 of the Commission Delegated Regulation (EU) 2016/1052), make over-allotments and take stabilization measures to support the market price of the Company's shares and thereby counteract any selling pressure.
The Stabilization Manager is under no obligation to take any stabilization measures. Therefore, stabilization may not necessarily occur and may cease at any time. Such measures may be taken on the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) from the date when trading in the shares of the Company is commenced on the regulated market segment (regulierter Markt) of the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) and must be terminated no later than 30 calendar days after this date (the "Stabilization Period"). Stabilization transactions aim at supporting the market price of the Company's shares during the Stabilization Period. These measures may result in the market price of the Company's shares being higher than would otherwise have been the case. Moreover, the market price may temporarily be at an unsustainable level.
31.05.2018 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
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