DGAP-Adhoc

SGL Carbon SE successfully placed convertible bonds due 2020

SGL CARBON SE / Key word(s): Issue of Debt/Capital Reorganisation

09.09.2015 15:20

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The issuer is solely responsible for the content of this announcement.

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NOTICE AT THE END OF THE DOCUMENT.


SGL Carbon SE successfully placed convertible bonds due 2020


Wiesbaden, September 9, 2015. SGL Carbon SE (the "Issuer", together with
its subsidiaries, the "SGL Group") today successfully placed an aggregate
principal amount of EUR167 million of unsubordinated, unsecured convertible
notes due 2020 (the "Convertible Notes") with institutional investors
outside of the United States of America excluding shareholders' pre-emptive
rights (Bezugsrechte) (the "Offering"). The Convertible Notes will have a
maturity of 5 years and 16 days until September 30, 2020, and will be
issued and redeemed at 100% of their principal amount. The initial
conversion price has been fixed at EUR 18.6451, representing a premium of
30% above the reference price of EUR 14.3424. The coupon has been set at
3.5% p.a., payable semi-annually in arrears on March 31 (long first coupon)
and September 30. SGL Carbon SE will have the option to redeem all of the
Convertible Notes at their principal amount plus accrued interest on or
after September 30, 2018, in accordance with the terms and conditions of
the Convertible Notes, if the value of the underlying Shares exceeds 130%
of the Convertible Notes' principal amount over a specified period.
Settlement of the transaction will take place on or around September 14,
2015.

SGL Carbon SE intends to list the Convertible Notes on the Open Market
(Freiverkehr) segment of the Frankfurt Stock Exchange. However, settlement
and closing of the Offering is not conditional upon obtaining such
inclusion to trading.

Commerzbank AG and Credit Suisse Securities (Europe) Limited are acting as
Joint Global Coordinators and together with Société Générale Corporate &
Investment Banking as Joint Bookrunners. Landesbank Baden-Württemberg is
acting as Co-Lead Manager.

SGL Carbon SE plans to use the proceeds from the Offering for refinancing
all or part of the EUR190,000,000 3.5 per cent convertible notes due 2016