DGAP-Ad-hoc: MBB SE / Key word(s): IPO/Investment
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Disclosure of inside information acc. to Article 17 MAR
- FRIEDRICH VORWERK is the admission to trading its shares on the regulated market (Prime Standard) of the Frankfurt Stock Exchange as early as Q1 2021
- FRIEDRICH VORWERK is a leading provider of energy transportation and transformation infrastructure for the gas, electricity and hydrogen markets with more than €291 million in revenues at 16 % EBIT margin in 2020
- FRIEDRICH VORWERK targets gross proceeds of approximately €90 million from newly issued shares to further accelerate the growth of its business, especially in the hydrogen and electricity markets
- FRIEDRICH VORWERK's existing shareholders, including MBB SE, have committed to a significant secondary component to support a target free float of around 45 %
Tostedt, 8 March 2021 - FRIEDRICH VORWERK Group SE, a subsidiary of MBB SE (ISIN DE000A0ETBQ4), intents to float its shares on the regulated market (Prime Standard) of the Frankfurt Stock Exchange as early as in the first quarter of 2021. The planned initial public offering will comprise newly issued shares from a capital increase against cash and existing shares from its current shareholders including MBB SE (including a potential over-allotment), leading to a targeted free float of around 45 %. Importantly, FRIEDRICH VORWERK will remain an owner-managed business going forward with CEO Torben Kleinfeldt and MBB SE retaining a significant stake in the company. The gross proceeds from newly issued shares of approximately €90 million are primarily intended to grow the company's hydrogen and electricity business that is expected to benefit from substantial investments in light of the clean energy transition.
FRIEDRICH VORWERK is a leading provider of energy transportation and transformation infrastructure for the gas, electricity and hydrogen markets. With almost 60 years of experience in pipeline and plant engineering, FRIEDRICH VORWERK's 1,300 highly qualified employees cover a wide range of critical services for the European clean energy transition. In 2020, FRIEDRICH VORWERK generated revenues of more than €291 million with EBITDA of €59 million and EBIT of over €47 million. Order backlog as at 31 December 2020 reached a record €307 million, out of which 7% or €21 million were already attributable to the Clean Hydrogen segment. Additionally, the company has a sales pipeline with large potential order volumes from the new underground electricity highways Suedlink, Suedostlink and Corridor A-Nord as well as a number of planned hydrogen electrolyzer plants and pipelines.
In order to seize the market opportunities in the context of the clean energy transition, FRIEDRICH VORWERK plans to considerably expand its business over the next years. The growing hydrogen market will require large-scale solutions for production, transportation and storage of hydrogen. FRIEDRICH VORWERK is therefore planning a dedicated hydrogen lab that will become the centre of its hydrogen focused research and development activities. The company also sees large potential in a further international expansion and plans to continue its significant investments into digitization and automation.
FRIEDRICH VORWERK therefore intents to raise approximately €90 million from newly issued shares in order to finance its organic expansion plans and to allow for M&A that could be an attractive accelerator to organic growth. With a long track-record and the last acquisition completed just less than two weeks ago, FRIEDRICH VORWERK has both the experience and the discipline to successfully complete acquisitions and to integrate newly acquired subsidiaries.
Chairman of the Board
Court of Registration
These materials may not be, directly or indirectly, published, distributed or transmitted in or into the United States, Canada, Australia or Japan or any other jurisdiction in which the distribution or release would be unlawful. These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities (the "Securities") of FRIEDRICH VORWERK Group SE in the United States, Australia, Canada, Japan or any other jurisdiction in which such offer or solicitation is unlawful. The Securities of FRIEDRICH VORWERK Group SE 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"). There will be no public offering of the securities in the United States. The Securities of FRIEDRICH VORWERK Group SE have not been, and will not be, registered under the Securities Act. The Securities 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.
This publication constitutes neither an offer to sell nor a solicitation to buy the Securities. The offer will be made solely by the means of, and on the basis of, a securities prospectus which is yet to be published. An investment decision regarding the publicly offered Securities of FRIEDRICH VORWERK Group SE should only be made on the basis of the securities prospectus. The securities prospectus will be published promptly upon approval by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht, BaFin) and will be available free of charge on the FRIEDRICH VORWERK Group SE website.
This release may in the United Kingdom only be distributed to, and is only directed at, persons who are "qualified investors" within the meaning of Article 2 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018, and who are also (i) 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) persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). This release 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 in shares of FRIEDRICH VORWERK Group SE is available only to Relevant Persons and will be engaged in only with Relevant Persons.
This announcement contains certain "forward-looking statements". Forward-looking statements are sometimes, but not always, identified by their use of a date in the future or such words as "will", "anticipates", "aims", "could", "may", "should", "expects", "believes", "intends", "plans", "prepares" or "targets" (including in their negative form or other variations). By their nature, forward-looking statements are inherently predictive, speculative and involve risk and uncertainty because they relate to events and depend on circumstances that may or may not occur in the future. There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements. All subsequent written or oral forward-looking statements attributable to FRIEDRICH VORWERK Group SE, MBB SE or any persons acting on their behalf are expressly qualified in their entirety by the factors referred to above. No assurances can be given that the forwardlooking statements in this document will be realised. Any forward-looking statements are made of the date of this announcement.
This announcement also contains certain financial measures that are not recognized under International Financial Reporting Standards ("IFRS"). These non-IFRS measures are presented because FRIEDRICH VORWERK Group SE and MBB SE believe that they and similar measures are widely used in the markets in which FRIEDRICH VORWERK Group SE operates as a means of evaluating a company's operating performance and financing structure. They may not be comparable to other similarly titled measures of other companies and are not measurements under IFRS or other generally accepted accounting principles.
This announcement does not purport to contain all information required to evaluate FRIEDRICH VORWERK Group SE, MBB SE and/or their respective financial position. Financial information (including percentages) has been rounded according to established commercial standards. Certain market positioning data about FRIEDRICH VORWERK Group SE included in this announcement is sourced from third party sources. Third party industry publications, studies and surveys generally state that the data contained therein have been obtained from sources believed to be reliable, but that there is no guarantee of the fairness, quality, accuracy, relevance, completeness or sufficiency of such data. Such research and estimates, and their underlying methodology and assumptions, have not been verified by any independent source for accuracy or completeness and are subject to change without notice. Accordingly, FRIEDRICH VORWERK Group SE and MBB SE expressly disclaim any responsibility for, or liability in respect of, such information and undue reliance should not be placed on such data.
08-March-2021 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
|Joachimsthaler Strasse 34|
|Phone:||+49 (0) 30 844 15 330|
|Fax:||+49 (0) 30 844 15 333|
|Listed:||Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich, Stuttgart, Tradegate Exchange|
|EQS News ID:||1173723|
|End of Announcement||DGAP News Service|
1173723 08-March-2021 CET/CEST