Covestro AG: Covestro stock market listing: price range and gross proceeds adjusted

Covestro AG  / Key word(s): IPO

01.10.2015 08:22

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

---------------------------------------------------------------------------

NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES,
AUSTRALIA, CANADA OR JAPAN

Leverkusen, October 1, 2015 

In light of the current deterioration and volatility in the capital market
environment, Bayer and Covestro have adjusted the targeted gross proceeds
and price range for the issuance of Covestro shares ahead of the planned
stock market listing of the polymer company. The proceeds from the capital
increase are now expected to be EUR 1.5 billion instead of EUR 2.5 billion
originally. The issue price is now in the range of EUR 21.50 to EUR 24.50
per share. It was previously intended to offer the shares at between EUR
26.50 and EUR 35.50. The reduced proceeds will be mitigated by increasing
the capital contribution by EUR 1 billion. Thus Covestro's net debt
together with pension liabilities will be unchanged at EUR 4 billion.

The addendum to the stock market prospectus indicating the amended terms of
issue still requires approval from the German Financial Supervisory
Authority (BaFin), which is expected during the course of today. The offer
period for the new shares is being extended until 12:00 midday on Friday,
October 2, 2015 for retail investors interested in subscribing for the
shares being offered publicly in Germany and Luxembourg. An extension until
1:00 p.m. on the same day applies for institutional investors.

Since the start of the bookbuilding phase on September 21, 2015, the
capital market situation has deteriorated significantly. External factors
such as uncertainty surrounding future economic growth in China or the
Federal Reserve's interest rate policy have contributed to increased market
volatility. In addition, the stock market has been impacted by the negative
headlines from the automotive sector. 

Stabilization measures equivalent to as much as 10 percent of the emission
volume are possible within 30 days of the initial listing in the regulated
market segment (Prime Standard) of the Frankfurt Stock Exchange, now
planned for October 6, 2015.

Contacts:
Ronald Köhler, Covestro AG, Investor Relations, Phone: +49 214 6009 5098,
e-mail: ronald.koehler@covestro.com
Ilia Kürten, Covestro AG, Investor Relations, Phone: +49 214 6009 7429,
e-mail: ilia.kuerten@covestro.com


---------------------------------------------------------------------------

Information and Explaination of the Issuer to this News:

Forward-Looking Statements
This ad hoc announcement may contain forward-looking statements based on
current assumptions and forecasts made by Covestro AG. Various known and
unknown risks, uncertainties and other factors could lead to material
differences between the actual future results, financial situation,
development or performance of the company and the estimates given here.
These factors include those discussed in Covestro's and Bayer's public
reports, which are available on the Covestro website at www.covestro.com
and on the Bayer website at www.bayer.com. Covestro and Bayer assume no
liability whatsoever to update these forward-looking statements or to
conform them to future events or developments.

Important information
This information is not intended for distribution, directly or indirectly,
in or into the United States (including its territories and possessions,
any state of the United States and the District of Columbia), Australia,
Canada or Japan. This information does not constitute or form a part of any
offer or solicitation to purchase or subscribe for securities in the United
States. The shares mentioned herein have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended (the
'Securities Act').

The shares may not be offered or sold in the United States, except pursuant
to an exemption from the registration requirements of the Securities Act.
There will be no public offer of the shares in the United States.

In the United Kingdom, this information is only being distributed to and is
only directed at (i) investment professionals falling within Article 19(5)
of the Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (the 'Order') or (ii) high net worth companies, and other persons to
whom it may lawfully be communicated, falling within Article 49(2)(a) to
(d) of the Order (all such persons together being referred to as 'relevant
persons'). The shares are only available to, and any invitation, offer or
agreement to subscribe, purchase or otherwise acquire such Shares will be
engaged in only with, relevant persons. Any person who is not a relevant
person should not act or rely on this document or any of its contents.

This publication constitutes neither an offer to sell nor a solicitation to
buy securities. The offering is made solely by way and on the basis of the
published stock market prospectus.  An investment decision regarding the
publicly offered securities of Covestro AG should only be made on the basis
of the stock market prospectus. The stock market prospectus was published
promptly upon approval by the Bundesanstalt für
Finanzdienstleistungsaufsicht (BaFin) and is available free of charge from
Covestro AG, 51365 Leverkusen, Germany, or on the Covestro website at
www.covestro.com.

01.10.2015 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de

---------------------------------------------------------------------------
 
Language:     English
Company:      Covestro AG
              Kaiser-Wilhelm-Allee 60
              51373 Leverkusen
              Germany
Phone:        +49 (0) 214 60095098
Fax:          +49 (0) 214 60097002
E-mail:       ronald.koehler@covestro.com
Internet:     www.covestro.com
ISIN:         DE0006062144
WKN:          606214
 
Notierung vorgesehen / intended to be listed (Frankfurt, Prime Standard)
 
End of Announcement                             DGAP News-Service
 
---------------------------------------------------------------------------