OFFERING MEMORANDUM Global Offering of up to ... - Nordex

On the basis of the above
Company Report
52,050,000 bearer shares
- with a stated value of E1.00 per share -
Nos. 00000001- 52,050,000
each carrying full dividend rights from the beginning of fiscal year 2000/2001 i.e. from October 1,
2000
composed of
18,000,000 placed bearer shares
- with a stated value of E1.00 per share -
from the capital increase against cash contributions
resolved by the Company’s Ordinary General Meeting on February 21, 2001
and
13,300,000 placed bearer shares
- with a stated value of E1.00 per share -
from the holdings of Selling Shareholders
- German Securities Identification Number (WKN) 587 357 -
and
20,750,000 bearer shares subject to lock-up
- with a stated value of E1.00 per share -
from the holdings of Selling Shareholders
of which up to
4,700,000 bearer shares
- with a stated value of E1.00 per share -
from the holdings of Selling Shareholders is made available to Dresdner Bank Aktiengesellschaft as
a loan
in respect of the Over-allotment Option granted to Dresdner Bank Aktiengesellschaft,
which will for this purpose be released under a freely tradeable securities identification number
and
400,000 bearer shares
- with a stated value of E1.00 per share -
from the holdings of a Selling Shareholder made available to Dresdner Bank Aktiengesellschaft and
Westdeutsche Landesbank Girozentrale as a loan
in their capacity as designated sponsors,
which will for this purpose be released under a freely tradeable securities identification number
- German Securities Identification Number (WKN) 621058 -
and up to
3,400,000 bearer shares
- with a stated value of E1.00 per share -
in respect of subscription rights for bearer shares
from the contingent capital increase of up to E3,400,000.00 resolved by the Company’s Ordinary
General Meeting on February 21, 2001 each carrying full dividend entitlement as from the fiscal
year in which the rights are exercised
of
Nordex Aktiengesellschaft, Oberhausen
were admitted to the Geregelter Markt and to trading on the
Neuer Markt
of the Frankfurt Stock Exchange
Frankfurt am Main, Dusseldorf, Munich, March 30, 2001
Dresdner Bank
Aktiengesellschaft Westdeutsche Landesbank Girozentrale
BHF-BANK
Aktiengesellschaft
COMMERZBANK
Aktiengesellschaft
Bayerische Hypo- und Vereinsbank
Aktiengesellschaft