Sika AG, headquartered in Baar, Switzerland, is redeeming any as yet unredeemed bonds of its CHF 150 mil. 1 % convertible bond issue of 1998, due in 2004. This convertible bond was placed in 1998 to refinance maturities due and to increase the group's liquidity. The six-year term of the bond expired July 14, 2004.
The bonds, nominally valued at CHF 5,000.- each, could be converted until the date of their maturity without cost into 6.896552 Sika AG bearer shares with a nominal value of CHF 60.- each; thus representing a conversion price of CHF 725.- per bearer share. The conversion is being funded from contingent capital approved by the Annual General Meeting on May 27, 1998.
Bonds not converted are being redeemed at their nominal value. This redemption is being financed by funds drawn on the corporate treasury as well as the syndicated credit facility.
Holders of converted shares will also participate in the July 21, 2004 repayment of the nominal value of CHF 15.- per bearer share as per decision of the 2004 Annual General Meeting.
The effect of the conversion as well as the repayment of the nominal value on the number of shares, bonds and capital is reflected in the table on the following page:
Effect of the conversion and repayment of the nominal value on the number of shares, bonds and capital: | |||||
|
|
Prior to conversion |
Effect of conversion as of 7/14/04 |
Following conversion |
After repayment of nominal value as of 7/21/04 |
Bearer shares |
units |
2.151.021 |
178 |
2.151.199 |
2.151.199 |
Registered shares |
units |
2.333.874 |
0 |
2.333.874 |
2.333.874 |
Bearer shares from contingent capital |
units |
260.000 |
-178 |
259.822 |
259.822 |
Number of bonds |
units |
30.000 |
|
0 |
0 |
Bonds converted |
units |
|
-26 |
|
|
Bonds redeemed |
units |
|
-29.974 |
|
|
|
|
|
|
|
|
Total capital stock |
CHF |
152.400.000 |
10.680 |
152.410.680 |
114.308.010 |
Bearer share capital |
CHF |
129.061.260 |
10.680 |
129.071.940 |
96.803.955 |
Registered share capital |
CHF |
23.338.740 |
0 |
23.338.740 |
17.504.055 |
Contingent capital |
CHF |
15.600.000 |
-10.680 |
15.589.320 |
11.691.990 |
Debenture stock |
CHF |
150.000.000 |
-150.000.000 |
0 |
0 |
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