NORMA Group AG plans Listing on April 8, 2011

Maintal, March 25, 2011

  • Total target issue volume including greenshoe option of up to approximately € 430 million
  • Price range of offered shares set at € 19 to € 24 per share
  • Offer period commences on March 28, 2011 and is scheduled to end on April 7, 2011
  • IPO consists of newly issued registered shares by the company and the sale of existing shares
  • Target gross proceeds of approximately € 150 million from newly issued shares to strengthen NORMA Group’s financial flexibility and support further organic and acquisitive growth
  • Placement by selling shareholders targeted in an amount of around € 200 to € 280 million including a greenshoe option of around € 45 to € 55 million
  • Post-IPO free float of approximately 50 to 60 percent envisaged

NORMA Group AG (“NORMA Group”), a global market and technology leader in attractive niche markets for engineered joining technologies, has determined the general terms and conditions for its planned initial public offering (IPO) in cooperation with the shareholders and syndicate bank. The price range of the company’s offered shares is set at € 19 to € 24 per share. The period in which interested investors can submit their offers to purchase shares starts on March 28, 2011 and is scheduled to end on April 7, 2011. The listing of the shares on the Prime Standard of the regulated market of Frankfurt Stock Exchange is planned for April 8, 2011.

The offering consists of up to 7,894,737 newly issued registered shares from a capital increase, up to 9,306,200 existing registered shares from the holdings of the selling shareholders, and up to 2,580,141 existing registered shares from the holdings of the selling shareholders to cover a potential overallotment (greenshoe option). The targeted gross proceeds from the sale of the newly issued shares amount to approximately € 150 million. The targeted free float following the IPO is between 50 and 60 percent. Accordingly, the target issue volume including greenshoe option could reach approximately € 430 million.

“The market for engineered joining technologies offers attractive growth opportunities. NORMA Group has a strong position in international markets, a solid business model and a convincing equity story. In our view, the IPO will take us to the next level of growth and foster the long-term success of our company”, says Werner Deggim, CEO of NORMA Group.

NORMA Group’s prospectus for the IPO was approved today by the German Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht) and notified with the Luxembourg Commission for the Supervision of the Financial Sector (Commission de Surveillance du Secteur Financier). The global offering comprises a public offer to institutional and retail investors in Germany and Luxembourg and private placements in certain jurisdictions outside Germany and Luxembourg.

Proceeds from the sale of new shares to strengthen NORMA Group’s financial flexibility

As part of the IPO, NORMA Group intends to sell newly issued registered shares from a planned capital increase, leading to gross proceeds of approximately € 150 million. The company plans to use these proceeds to partially repay its liabilities and strengthen its financial flexibility to support further organic and acquisitive growth. “The proceeds are earmarked for the optimisation of our capital structure. With an improved balance sheet, we seek to accelerate further growth. Our results in 2010 confirm that we are on the right track,” says Dr. Othmar Belker, CFO of NORMA Group. In financial year 2010, NORMA Group generated around € 490 million in revenue which equals an increase of approximately 49 percent over 2009 (€ 330 million).

Main selling shareholder 3i to remain invested following the IPO

NORMA Group’s main shareholder 3i and funds managed by 3i currently hold a 73 percent stake and plan to place around 45 percent of that stake assuming full exercise of the greenshoe. In 2006, the international investor in private equity, infrastructure and debt management acquired Rasmussen and subsequently merged it with its portfolio company ABA to form the NORMA Group.

“3i has used its global network and financial strength to support NORMA Group in its international expansion and product development” says Dr. Ulf von Haacke, Partner and Managing Director of 3i Germany. “The flotation now is the natural next step as the company has developed into a global business and market leader. Since we strongly believe in the future prospects of NORMA Group, we will remain invested in the company following the IPO.”

Besides 3i, other selling shareholders include FIMANE Limited which currently holds around 17 percent in NORMA Group, the present members of the management board and Dr. Christoph Schug as member of the supervisory board of NORMA Group with a share of approximately 6 percent as well as other individuals. The current management team of NORMA Group plans to participate in the planned placement of secondary shares on a pro rata basis, but will remain invested subsequent to the IPO. The company, 3i, FIMANE Limited and Dr. Christoph Schug have committed themselves to comply with market protection agreements and limitations on disposal (lock-up) for a period of six months following the IPO and have entered into a corresponding agreement with the syndicate banks. The lock-up period for the current members of the management board comprises a period of 12 months.

Details on the offering

The initial listing of the shares on the Prime Standard of the regulated market of Frankfurt Stock Exchange is scheduled for April 8, 2011 under the ticker symbol NOEJ. The international securities identification number (ISIN) is DE000A1H8BV3, and the German securities code number (WKN) is A1H8BV. Commerzbank, Deutsche Bank and Goldman Sachs International act as Joint Global Coordinators and Joint Bookrunners. Berenberg and Macquarie act as Co-Lead Managers. Interested investors can submit their offers to purchase shares in the IPO at the branches of the syndicate banks beginning March 28, 2011. The offering period for private investors is expected to end on April 7, 2011 at 12:00 CEST and for institutional investors at 16:00 CEST. NORMA Group’s prospectus for the public offering was approved by the German Federal Financial

Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht) on March 25, 2011 and is available for download from the company’s website www.normagroup.com in the Investor Relations section. German retail investors can also obtain the prospectus free of charge during regular office hours from the company’s headquarters at Edisonstrasse 4, 63477 Maintal. NORMA Group will announce the final issue price with an ad-hoc release.

Contact

Lina Bosbach

Director Group Communications

+49 6181 61 02 76 06

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