CERHA HEMPEL advised voestalpine AG in connection with its EUR 250 million convertible bond issue. The bonds which pay a coupon of 2.75% per annum, are convertible into initially 2,445 shares of voestalpine AG per EUR 100,000 par value bond, corresponding to a conversion premium of 30% above voestalpine’s Vienna Stock Exchange volume weighted average share price of 19 April 2023. voestalpine AG has the option to deliver either new shares or treasury shares repurchased under its 2022 share buyback program. This optionality resulted in a number of legal questions which have not been dealt with in previous convertible transactions.
The Offering was made by way of an accelerated bookbuilding solely to institutional investors outside the United States. The existing shareholders' preemptive rights (Bezugsrechte) to the bonds were excluded. Settlement took place on 28 April 2023. The bonds trade on the Vienna Stock Exchange (unregulated Vienna MTF). voestalpine intends to use the proceeds from the Offering for general corporate purposes.
voestalpine AG is a leading global steel and technology group in its business segments with a combination of material and processing expertise, and headquartered in Linz. The company is divided into four divisions, each with a product portfolio that makes them a leading provider in Europe or worldwide. Its shares are listed on the Vienna Stock Exchange.
The CERHA HEMPEL team was lead by partner Volker Glas, who was supported by senior counsel Christian Aichinger. The Joint Global Coordinators and Joint Bookrunners were advised by Linklaters (Frankfurt) and Schoenherr (Vienna).