euro adhoc: Conergy AG / Financing, Stock Offerings (IPO) / Conergy AG: Banks support the restructuring concept developed by the Board of Management, provisional figures for sales and results 2007


Conergy AG / Financing, Stock Offerings (IPO)

=------------------------------------------------------------------------------- Disclosure announcement transmitted by euro adhoc. The issuer is responsible for the content of this announcement. =------------------------------------------------------------------------------- 05.02.2008 Conergy AG: Banks support the restructuring concept developed by the Board of Management, provisional figures for sales and results 2007 Hamburg, February 4, 2008: The solar energy group Conergy AG, which found itself in a liquidity bottleneck in November 2007, has received pledges today from Commerzbank AG and Dresdner Kleinwort concerning the provision of follow-up financing of a total of EUR 240 million. Financial Covenants have been suspended for the fiscal year 2008. Conergy AG intends to use the additional funding mainly for current liquidity requirements, necessary investments, the early purchase of materials for the solar energy factory in Frankfurt (Oder) and to pre-finance projects pertaining to the subsidiary EPURON GmbH, Hamburg. The EUR 30 million credit line accorded in November 2007 has not been used by the company and will be replaced by the EUR 240 million interim financing provided today. Preliminary opinion on the restructuring concept developed by the Board of Management Conergy AG has commissioned a well known, internationally active accountancy firm to draw up an expert opinion on the restructuring concept put forward by the Board of Management. The continuation of the interim financing of EUR 240 million provided today is subject to this accountancy firm delivering a positive verdict by mid-February. The accountancy firm confirmed today that, according to its findings as of today, it would reach a positive conclusion. Refinancing The repayment of the interim financing will be achieved first and foremost by carrying out a capital increase of around EUR 250 million in 2008. The financial requirements can also be reduced through a reduction of working capital or through proceeds from the divestiture of Discontinued Operations. The total volume of the capital increase is fully guaranteed by Dresdner Kleinwort subject to the usual banking provisos. Third parties have provided security for around 50% of this by means of firm equity commitment letters or firm underwritings. Details of the capital increase have not yet been decided and will be determined shortly before the transaction Provisional Figures for sales and results 2007 for the Conergy Group In the fiscal year 2007, the Conergy Group recorded provisional sales of EUR 845 million (2006: EUR 752 million) before changes in accounting methods and with the former structure. For the 2007 fiscal year, however, the Board of Management changed the accounting method for ongoing large-scale projects. This led to a postponement of sales to later reporting periods. In the same period adjustments for Discontinued Operations were also reflected in the new accounts. Adjusted for these accounting methods, sales for the financial year 2007 were EUR 712 million (2006: EUR 682 million). Below, the Board of Management publishes key figures from the provisional, as yet unaudited Group accounts for the Conergy AG as of December 31st 2007 in comparison to the values for the 2006 financial year, adjusted for the sales and results of Discontinued Operations (DOP) and for the effects of changes in accounting methods for large-scale projects. in EUR million 2007 2006 Sales 712 682 Gross profit 94 107 EBITDA -174 24 EBIT -210 19 EBT -229 13 Taxes on income* 72 -4 Result before DOP -157 9 Result DOP -37 -1 Net profit -194 8 * provisional figure By far the major part of the one-time changes in asset valuations and in accounting methods for large-scale projects booked in 2007 were non-cash items. The Discontinued Operations (DOP) are reported as a separate line item, after taxes. Losses from these operations amount to -37 million EUR (2006: -1 million EUR). By far the major part of the taxes shown reflects deferred taxation. The figure shown is a provisional figure. There may be significant changes to the figure, which will not be cash-effective, however. Outlook The Board of Management of Conergy AG expects significant growth in sales to more than EUR 1 billion for the continuing operations in the current year 2008. Besides continued organic growth, it also expects a positive impact from the change in accounting methods for large-scale projects. For the financial year 2008 the Board of Management plans a significantly improved operating result before depreciation and amortization (EBITDA) compared to the prior year. Taking into account significant one-time effects and amortisation and depreciation, the Board of Management expects negative operating results (EBIT) of substantial double-digit millions. The financial results will be burdened significantly because of rising interest payments and thus exert additional negative influence on earnings before tax (EBT) . The Board of Management plans a positive development of both sales and results for the 2009 financial year. The Board of Management Conergy AG This text contains forward-looking statements and information - that is, statements related to future, not past, events. These statements may be identified by words such as "expects", "anticipates", "intends", "plans", "believes", "seeks", "estimates", "will" or words of similar meaning. Such statements are based on our current expectations and certain assumptions, and are, therefore, subject to certain risks and uncertainties. A variety of factors, many of which are beyond Conergy´s control, affect its operations, performance, business strategy and results and could cause the actual results, performance or achievements of Conergy to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements. For us, particular uncertainties arise, among others, from changes in general economic and business conditions, changes in currency exchange rates and interest rates, introduction of competing products or technologies by other companies, lack of acceptance of new products or services by customers targeted by Conergy, changes in business strategy and various other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in the relevant forward-looking statement as expected, anticipated, intended, planned, believed, sought, estimated or projected. Conergy does not intend or assume any obligation to update or revise these forward-looking statements in light of developments which differ from those anticipated. end of announcement euro adhoc =-------------------------------------------------------------------------------

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