PVCS.L Regulatory News (PVCS)

6 Jun 2007 07:09

PV Crystalox Solar PLC06 June 2007 NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE IN OR INTO THE UNITED STATES,CANADA, AUSTRALIA, JAPAN. This document is not a prospectus but an advertisement. Investors should notsubscribe for or purchase any transferable securities referred to in thisannouncement except on the basis of information in the prospectus expected to bepublished by PV Crystalox Solar PLC today in connection with the admission ofthe ordinary shares in the capital of the Company to the Official List of theFinancial Services Authority and to trading on the London Stock Exchange plc's(the "London Stock Exchange") main market for listed securities (the"Prospectus" and "Admission", respectively). Copies of the Prospectus will beavailable from the offices of Norton Rose, 3 More London Riverside, London SE12AQ. 6 June 2007 PV CRYSTALOX SOLAR PLC ANNOUNCEMENT OF OFFER PRICE AND LISTING ON THE LONDON STOCK EXCHANGE PV Crystalox Solar PLC ("PV Crystalox Solar", the "Company" or "the Group"),one of the world's leading independent developers and producers of solar-gradesilicon products for solar electricity generation systems, today announces theoffer price of its initial public offering of ordinary shares (the "Shares") tocertain institutional investors in the United Kingdom and elsewhere outside theUnited States (the "Global Offer") and its application for the Shares to beadmitted to listing on the Official List of the UK Financial Services Authorityand to trading on the London Stock Exchange's main market for listed securities. Highlights of the offer •Offer price of 130 pence per ordinary share. •At the offer price of 130 pence, the market capitalisation of PV Crystalox Solar at the commencement of dealings will be approximately £542 million. •The Global Offer comprises 41,725,235 new ordinary shares and 127,266,656 existing ordinary shares (excluding any exercise of the over-allotment arrangement), which represents in aggregate approximately 41 per cent of the Company's enlarged issued ordinary share capital and a total offer size of approximately £220 million. •The net proceeds of the Global Offer to be received by PV Crystalox Solar from the issue of new ordinary shares are approximately £49.5 million. The Company intends to use the proceeds from the offer to fund the construction and development of its own polysilicon production facility in Bitterfeld, Germany which will provide greater flexibility in sourcing its silicon feedstock, as well as the expansion of the Group's existing business. •An over-allotment option of up to 19,089,995 million ordinary shares, has been granted to JPMorgan Cazenove, exercisable for a period of up to 30 days from commencement of conditional dealings in the ordinary shares, consisting entirely of existing Ordinary Shares. •Conditional dealings are expected to commence on the London Stock Exchange at 8.00am BST today under the ticker symbol PVCS. Admission to the Official List of the Financial Services Authority and commencement of unconditional dealings is expected to take place at 8.00am BST on 11 June 2007. JPMorgan Cazenove is acting as sponsor, financial adviser and sole bookrunner in connection with the Global Offer. Jefferies is acting as co-lead manager for the Global Offer. Any allocations under the Offer will be conditional on Admission. All dealings on the London Stock Exchange between commencement of conditional dealings and the commencement of unconditional dealings will be on a 'when issued' basis. If the Offer does not become unconditional, all such dealings will be of no effect and any such dealings will be at the sole risk of the parties concerned. Commenting on the Global Offer, Iain Dorrity, Chief Executive PV Crystalox SolarPLC, said: "We are delighted with the success of our IPO. The enthusiasm shownby our investors reflects well on the prospects for the business. PV CrystaloxSolar has a strong track record in a sector which is experiencing strong growth,and the IPO will give us the ability to take advantage of the opportunitiesavailable in our markets." For further information contact: PV Crystalox Solar PLC Tel: +44 (0)1235 770 044 Iain Dorrity, Chief Executive OfficerPeter Finnegan, Chief Financial OfficerDr Hubert Aulich, Executive Director, German Operations Tel: +49 (0)361 600 8512 JPMorgan Cazenove Tel: +44 (0)20 7588 2828 Nick GarrettAlex Yule-Smith Gavin Anderson & Company Tel: +44 (0)20 7554 1400Kate HillRobert Speed Notes to Editors PV Crystalox Solar, initially established in the UK in 1982, is a highlyspecialised supplier to the world's leading solar cell manufacturers, producingmulticrystalline silicon ingots and wafers for use in solar electricitygeneration systems. The Group was one of the first to develop multicrystallinetechnology on an industrial scale, setting the industry standard for ingotproduction. The Group manufactures silicon ingots in Oxfordshire, United Kingdom, with themajority of its output shipped to Japan, where it is sold either as ingots or aswafers after processing by a sub-contractor. The balance of its output isprocessed into wafers for European customers at the Group's facilities inErfurt, Germany. In 2006 the Group produced silicon wafers and ingots corresponding to a solarelectricity generation capacity of 215 MWp. As at the end of 2006 the Group hadavailable production capacity equivalent to 288 MWp and employed around 200staff. The Group has an established record of delivering strong financialperformance. The Group recorded revenues of €242 million and pre-tax profits of€49 million for the year, an increase of 32% and 56% respectively on theprevious year. The Group has been consistently profitable over the last fiveyears, and has trebled its sales over that period. PV Crystalox Solar intends to use the proceeds from the listing to help fund theconstruction and development of its own polysilicon production facility inBitterfeld, Germany to provide greater flexibility in sourcing its siliconfeedstock, as well as the expansion of the Group's existing business. Thefacility, which will require fixed capital investment of approximately €80million, is expected to commence operation in 2009 and be producing 1,800 metrictonnes of polysilicon in 2011. Subject to fulfilling certain conditions, theGroup is eligible for government grants of €20 million. This announcement and the information contained herein is not for publication,distribution or release in, or into, directly or indirectly, the United States,Canada, Australia, Japan or to US persons. The information contained herein doesnot constitute an offer of securities for sale in any jurisdiction, including inthe United States, Australia, Canada, Japan. This announcement, for which PV Crystalox Solar and its directors are solelyresponsible, has been approved by JPMorgan Cazenove solely for the purpose ofsection 21 of the Financial Services and Markets Act 2000. JPMorgan Cazenove, which is authorised and regulated in the United Kingdom bythe Financial Services Authority, is acting for PV Crystalox Solar and no oneelse in connection with the proposed offering referred to in this announcement(the "Offering") and will not be responsible to any other person for providingthe protections afforded to their respective clients or for providing advice inrelation to the Offering. This announcement does not constitute a recommendation concerning the Offering.The value of securities can go down as well as up. Past performance is not aguide to future performance. Potential investors should consult a professionaladviser as to the suitability of any Offering for the individual concerned. The securities under the Offering are not being registered under the UnitedState Securities Act of 1933, as amended and may not be offered or sold in theUnited States or to or for the account or benefit of US persons (as such termsare defined in Regulation S under such Act) absent registration or an exemptionfrom registration. Stabilization/FSA This information is provided by RNS The company news service from the London Stock Exchange