Herlev, 6 May 2011
Company Announcement No. 11/2011
Greentech Energy Systems and GWM Renewable Energy announce that
they have signed an agreement to combine the two groups
Greentech has agreed to make a share capital increase in favour of GWM RE of up to 53,722,347 newly issued Greentech shares having a nominal value of DKK 5 at market price of DKK 18.85 per share upon contribution in kind of GWM RE’s renewable assets including GWM RE's shares in GWM Renewable Energy S.p.A. The transaction is inter alia subject to satisfactory due diligence, relevant competition clearances etc. and is expected to be completed prior to end of August 2011.
The DKK 18.85 per share offer price has been agreed between the parties and is higher than the weighted average trading price of the Greentech share in the last 12 months (DKK 16.64), 6 months (DKK 17.22), 3 months (DKK 17.33), 1 month (DKK 18.81), last five trading days (DKK 18.68), and May 5 (DKK 18.60), as well as of any price paid by GWM RE to acquire Greentech shares in the past six months.
Subsequent to the completion of the transaction, it is expected that GWM RE will exceed the “mandatory tender offer” 33% threshold provided by Danish law, holding up to 60,4% of the Greentech share capital and therefore that GWM RE be required to launch a mandatory tender offer on all Greentech shares at a price per share expected to be equal to DKK 18.85, which corresponds to the issue price of the Greentech shares in the transaction.
Greentech will remain a Danish company listed on NASDAQ OMX Copenhagen.
The “New Greentech” is expected to have an improved cash and capital structure and, with important industrial shareholders, will take advantage of the significant opportunities in the renewable energy sector, after the nuclear stop and the continuous surge in oil prices.
Read the full announcement in the attached PDF.
For further information, please contact:
Sigieri Diaz della Vittoria Pallavicini, CEO, tel: +41 79 202 59 43
Peter Høstgaard-Jensen, Chairman of the Board of Directors, tel: +45 40 10 88 71
