ZhongDe Waste Technology AG Launches its Initial Public Offering on the Prime Standard in Frankfurt
The information contained in this document is not for publication
or distribution in the United States of America.
ZhongDe Waste Technology AG (the "Company" and together with its
subsidiaries "ZhongDe Group") has announced details of its forthcoming
initial public offering on the Prime Standard of the Frankfurt Stock
Exchange following the approval of its securities prospectus by BaFin
(Bundesanstalt fur Finanzdienstleistungsaufsicht). ZhongDe Group
believes to be one of the leading suppliers of medical waste
incinerators and small- and mid-sized incinerators for the disposal of
municipal solid waste in China.
The offering will consist of a public offering in Germany and
Luxembourg, as well as private placements to institutional investors
outside Germany, Luxembourg and the United States. Up to 4,185,264 no
par value ordinary bearer shares will be offered, of which up to
3,000,000 originate from a capital increase and up to 639,360 shares
stem from the holdings of certain existing shareholders, with a
further up to 545,904 shares potentially made available for the
over-allotment option (greenshoe option). Mr Zefeng Chen, founder and
CEO of the ZhongDe Group, will not sell any shares in the base
transaction but will contribute some shares for the potential exercise
of the greenshoe option. Mr Chen will hold post IPO still more than
50% of the shares. The existing shareholders and Mr. Chen have
committed to a lock-up period of 6 months and 12 months, respectively.
After completion of the capital increase and the full exercise of the
greenshoe option, the free float is expected to amount to approx. 32%.
The Company expects to raise approximately EUR 75 million through
the transaction and intends to use the net proceeds raised in the
offering primarily to finance further organic growth of ZhongDe Group.
One of its intended projects is to invest in a second production plant
for waste incinerators in Beijing, thereby extending ZhongDe Group's
leading position in the market segment for medical incinerators and
small- and mid-sized municipal solid waste incinerators in the
high-growth Chinese waste management market.
The offer period is expected to commence on the 29th June 2007 and
will presumably end no later than the 4th July 2007. The price range
will be published at a later stage together with the specific dates of
the offer period via an ad-hoc announcement. The listing of the
ZhongDe Waste Technology AG shares (with the German Securities
Identification Number ZDWT01, the ISIN DE000ZDWT018 and the Ticker
Symbol ZEF) is expected to occur on the 6th July 2007.
Sal. Oppenheim jr. & Cie. KGaA ("Sal. Oppenheim") is acting as
Global Coordinator and Sole Bookrunner. Sal. Oppenheim and the Bank of
China International (BOCI Asia) are acting as Joint Lead Managers in
the offering with CLSA Asia-Pacific Markets as a Co-Lead Manager.
Bayerische Landesbank, comdirect bank AG and DAB bank AG will act as
Selling Agents. The auditors of the Company is BDO Deutsche
Warentreuhand AG:
ZhongDe Group is an established player in the Chinese waste
incineration market with a strong track record of having more than 170
installed incinerators and an experienced management team. Over the
last three years, ZhongDe Waste Technology Group has achieved a
compound annual growth rate (CAGR) of 76% in revenues to EUR 19
million in 2006 and a CAGR of 107% in net profit to EUR 8 million in
2006.
Zefeng Chen, Founder and CEO of ZhongDe Waste Technology AG,
comments: "The IPO is an important step in the further growth and
internationalisation of the ZhongDe Group. We are proud and delighted
to be the first company with its operations in China intending to list
its shares on the Prime Standard of the Frankfurt Stock Exchange.
Under the buzzword "Green GDP" the Chinese government has declared
environmental protection as one of the top priorities of its
governmental programmes. Through the listing on the Prime Standard in
Frankfurt we are looking at establishing a longer-term focused
shareholder base of institutional investors who will have the
opportunity to directly participate in this growth in the Chinese
market. We are looking forward to become a publicly listed company and
commit to the well-established and good corporate governance practices
which Frankfurt provides."
The securities prospectus was approved by the German Federal
Financial Services Supervisory Authority (BaFin) on 20th June 2007. It
can be downloaded on the website of ZhongDe Waste Technology AG
(www.zhongdetech.de) and is also available in print form from the
Company and Sal. Oppenheim
About ZhongDe Group:
ZhongDe Group designs, manufactures and installs pyrolytic, grate
and rotary kiln waste incinerators for the disposal of solid medical,
municipal and industrial (including hazardous) waste. Since 1996
ZhongDe Group has installed more than 170 waste incinerators in about
13 provinces and in the last three financial years alone 112 waste
incinerators. Its waste incinerators are principally constructed for
operators of medical disposal centers in the hospital and healthcare
industry as well as for small and mid-sized Chinese cities in
developed areas of the People's Republic of China. The Management
Board of ZhongDe Group believes that ZhongDe Group is one of the
leading suppliers of small and mid-sized solid waste incinerators in
China.
This publication constitutes neither an offer to sell nor a
solicitation to buy securities. The offer is being made solely by
means of, and on the basis of, the published securities prospectus
(including any supplements thereto). An investment decision regarding
the publicly offered securities of ZhongDe Waste Technology AG should
only be made on the basis of the securities prospectus. The securities
prospectus is available free of charge from Sal. Oppenheim (fax
number: +496971345169), or on the Company's website
(www.zhongdetech.de)
This document is not an offer of securities for sale in the United
States of America. Securities may not be offered or sold in the United
States of America absent registration or an exemption from
registration under the U.S. Securities Act of 1933, as amended. The
shares in ZhongDe Waste Technology AG have not been and will not be
registered under the U.S. Securities Act of 1933, as amended, and are
not being and will not be offered or sold in the United States of
America.
This document is directed at and/or for distribution in the U.K.
only to (i) persons who have professional experience in matters
relating to investments falling within article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
"Order") or (ii) high net worth entities falling within article
49(2)(a) to (d) of the Order (all such persons being together referred
to as "relevant persons"). This document is directed only at relevant
persons. Any person who is not a relevant person should not act or
rely on this document or any of its contents. 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.