All published ad hoc reports are available on this website for the duration of at least five years.
Announcement published 01.07.2024 (10:10 a.m.)
With today's entry of the change of legal form in the commercial register of the District Court of Wiesbaden, the change of legal form of ABO Wind Aktiengesellschaft ("Company") into a partnership limited by shares (KGaA) has been completed. The Annual General Meeting of ABO Wind Aktiengesellschaft had resolved on 27 October 2023 to convert ABO Wind Aktiengesellschaft into a KGaA and to change the company's name to “ABO Energy GmbH & Co. KGaA.” The change of legal form and name are effective with today's entry in the commercial register and the company will in future exist under the name “ABO Energy GmbH & Co. KGaA”. From now on, the company is registered in the commercial register of the District Court of Wiesbaden under HRB 35117. The stock exchange listing of the shares will not change. The personally liable partner of the company is Ahn & Bockholt Management GmbH, based in Wiesbaden (District Court of Wiesbaden, HRB 34475). The previous members of the company's Managing Board were appointed Managing Directors of Ahn & Bockholt Management GmbH. Matthias Bockholt, previously the only Managing Director of Ahn & Bockholt Management GmbH, will step down from this role at the end of today. The company's Supervisory Board remains unchanged. The company's successful business model, focusing on projects that contribute to an environmentally friendly energy supply, will be continued after the change in legal form.
Announcement published 05.03.2024 (1:48 p.m.)
Yesterday afternoon, ABO Wind was served with the withdrawal of the action for annulment pending before the Frankfurt am Main Regional Court under file number 3-05 O 582/23. The action for annulment was directed against all agenda items resolved at the Extraordinary General Meeting on 27 October 2023 (see ad-hoc announcement of 29 November 2023): Agenda item 1 (change of the company's legal form to a partnership limited by shares (KGaA) with the accession of Ahn & Bockholt Management GmbH and adoption of the Articles of Association), agenda item 2 (amendment to the Articles of Association regarding the enlargement of the Supervisory Board to six members) and agenda item 3 (Supervisory Board elections). No services were rendered by the defendant in this regard. With the withdrawal of the action, the proceedings have been concluded and there are no longer any legal actions pending against the resolutions of the Extraordinary General Meeting on 27 October 2023.
Previously, on 29 February 2024, the Frankfurt am Main Higher Regional Court had issued a release decision regarding the change of legal form of ABO Wind AG to the legal form of a GmbH & Co. KGaA (see ad-hoc announcement of 1 March 2024).
Announcement published 01.03.2024 (2:42 p.m.)
On 29 February 2024, the Higher Regional Court of Frankfurt has issued a release decision regarding the change of legal form of ABO Wind AG to the legal form of a GmbH & Co. KGaA.
On 27 October 2023, the Annual General Meeting had resolved under agenda item 1 in the version of countermotion A to change the company's legal form to that of a partnership limited by shares with the accession of Ahn & Bockholt Management GmbH.
Shareholders have filed an action for rescission and cancellation against this resolution, and the entry of the change of legal form in the commercial register has thus far been blocked.
As a result, the company filed an application for release with the Higher Regional Court in accordance with Section 246a AktG.
With the favourable decision received today from the Frankfurt Higher Regional Court, the change of legal form can now be implemented.
No decision has yet been made on the action for annulment and cancellation.
Announcement published 16.02.2024 (10:18 a.m.)
The ABO Wind Accounting department informed the company’s Managing Board today that the work on the annual financial statements reveals a higher result for 2023. Consolidated net profit of 27.3 million euros is currently expected. Previously, a range of 22 to 26 million euros had been forecasted. The publication of the 2023 annual financial statements is planned for March 14.
Announcement dated 29 November 2023, published at 3.39 p.m.
The Management Board announces that the company has become aware of an action for annulment filed by shareholders of the company on 23 November 2023, which is directed against all resolutions passed at the Extraordinary General Meeting on 27 October 2023 and is pending before the Frankfurt am Main Regional Court. The action has not yet been served on the company.
The Extraordinary General Meeting passed the following resolutions
The resolutions serve, among other things, to implement the planned change of legal form to a KGaA. Due to the action for annulment that has been filed, the previously planned implementation will be delayed.
The company intends to defend itself against the action if it is served and to publish a notice in the Federal Gazette in accordance with Section 246 (4) AktG.
Furthermore, the Management Board announces that the company has received a shareholder request to convene an Extraordinary General Meeting in accordance with Section 122 (1) AktG. The Extraordinary General Meeting is to resolve on
(1) the initiation of a special audit and the appointment of a special auditor in accordance with Section 142 (1) AktG regarding the preparation of the change of legal form to a KGaA announced by the company in an ad hoc announcement dated 1 June 2023
(2) the assertion of claims for compensation against members of the Management Board and Supervisory Board in accordance with Section 147 (1) AktG arising from the same transaction and
(3) the appointment of a special representative to assert the company's claims for compensation in accordance with Section 147 (2) AktG.
The request to convene the Annual General Meeting is currently being reviewed by the company.
Announcement published 01.06.2023 (12:49 a.m.)
On the basis of today's discussion, the Managing Board and the Supervisory Board have agreed to examine in more detail a change of legal form of ABO Wind AG into a partnership limited by shares (abbreviation in German: KGaA) and to prepare for this by drafting the necessary documentation. In the coming months, the boards will then decide whether to submit a corresponding proposal to the General Meeting.
The background to the considered change of form is the desire to improve the company's opportunities on the capital market. Currently, the potential for capital increases is limited because the founders' families, as majority shareholders, would like to continue to exercise significant influence. After a conversion into a partnership limited by shares, their influence could remain secured as shareholders of a general partner. The well-established structure of a family-owned company, which is at the same time open for financing also via the capital market, would be preserved. This would not change if the participation of the founding families in the limited partnership capital were to fall below the threshold of a majority in the event of any capital increases.
Provided that the further examinations and decisions are positive, the Managing Board assumes that it will be possible to submit a proposal for a resolution on a change of legal form to the General Meeting before the end of this year.
Announcement published 24.01.2023 (12:54 p.m.)
The ABO Wind Accounting department informed the company’s Managing Board today that a higher 2022 annual result than previously communicated has begun to emerge during the progressing work on the financial statement. Currently a result between 20 and 25 million euros is expected. In an ad-hoc announcement on 1 December 2022, the company had raised the forecasted result to “almost 17 million euros”. Responsible for the new increase in the forecast are several project successes in Germany and abroad at the end of the year, as well as valuation adjustments.
Announcement published 09.01.2023 (11:54 a.m.)
Jörg Lukowsky, acting chairman of the Supervisory Board of ABO Wind AG since April 2000, informed the Management Board today that he will resign early from his mandate at the end of the ordinary general meeting on April 27, 2023. The reason given by Jörg Lukowsky is that he wants to set other priorities for himself in the future. He is convinced that ABO Wind AG will continue to develop well. Even after leaving the Supervisory Board, he will remain closely associated with the company.
Announcement published 01.12.2022 (10:12 a.m.)
Today, the controlling department of ABO Wind AG presented the Managing Board an updated business planning. According to this, the 2022 financial year is developing better than previously expected.
According to the current status, a consolidated result after taxes of almost 17 million euros is expected for the current year. The company had previously forecasted that it would at least achieve an annual result equal to that of the previous year (13.8 million euros). In their most recent publications, analysts from Metzler and First Berlin had estimated the 2022 annual result at 15 and 14.3 million euros respectively.
For the following year, ABO Wind expects a further significant improvement in results. According to current business planning, the group's net profit in 2023 is expected to be between 22 and 26 million euros. Previously, ABO Wind had communicated its expectation of exceeding the threshold of 20 million euros in consolidated net profit for the first time in 2024.
The reason for the now changed expectation regarding 2023 are project sales of already approved wind and solar parks in international markets that are in the pipeline for the next financial year. ABO Wind is aiming for individual sales due to the currently favourable market environment. Due to a high demand from investors for ready-to-build renewable energy projects, the price level is high. ABO Wind is in negotiations with several potential investors. A successful conclusion of the sales negotiations seems likely at the present time. However, if the sale does not materialise, the results forecast for 2023 would have to be reduced.
Announcement published 22.06.2022 (09:18 p.m.)
After in-depth consultation, the Supervisory Board of ABO Wind AG has initiated a comprehensive reorganisation of the company’s Managing Board today. The company's founders and long-standing Managing Directors, Dr Jochen Ahn and Matthias Bockholt, whose families each hold around 26 percent of the company’s shares, announced their intention to step down as Managing Directors within the next three years, and then to join the Supervisory Board.
As early as August 1, 2022, three additional and experienced members will join the ABO Wind Managing Board. The Supervisory Board has decided today to negotiate Managing Board contracts with Susanne von Mutius, Matthias Hollmann, and Alexander Reinicke and to conclude them in the next few weeks. All three have been working for ABO Wind for ten or more years. Currently, they are General Managers of central business areas within the company: Susanne von Mutius is responsible for Project Financing and Sales in several core markets. Matthias Hollmann is in charge of the technical departments (Civil and Electrical Engineering, Site Assessment) as well as the Purchasing of wind turbines, solar modules and components. Alexander Reinicke is responsible for Corporate Finance, Controlling and Human Resources as well as Accounting and Administration. The three future Managing Directors thus will add important competencies to the Board. The aim is to ensure the continuity of the successful business development beyond the medium-term retirement of the company’s founders. As announced, the current Chairman Andreas Höllinger will leave the Managing Board prematurely on 31 July 2022, so the Board will grow to six members. In future, Dr Karsten Schlageter will serve as spokesperson of the Managing Board.
Announcement published 11.03.2022 (12.04 p.m.)
The Supervisory Board of ABO Wind AG and Chairman of the Board Andreas Höllinger today mutually agreed to terminate the Managing Board position Mr. Höllinger held until 31 July 2023 prematurely as of 31 July 2022 due to differing views on future strategic orientations of the company.
Announcement published 11.11.2020 (3.28 p.m.)
Publication of inside information according to Article 17 MAR of Regulation (EU) No 596/2014
Not for distribution in the US, Canada, Japan and Australia.
Wiesbaden (11. November 2020) - Based on a market assessment obtained today, the Managing Board of ABO Wind AG (ISIN DE0005760029) is planning to implement a capital increase by partially using the existing 2020 authorised capital, excluding shareholders' subscription rights. It is expected that up to 550,000 new shares will be placed with selected qualified investors in a private placement. Taking into account the current market price of the company shares and assuming that the shares are fully placed, the Managing Board anticipates gross issue proceeds of around 16 million euros. These will be used primarily to finance the development and construction of new international wind and solar parks.
In the coming days, the Managing Board will determine further details of the implementation of the capital increase. The Supervisory Board has not yet given its approval for the capital increase.
ABO Wind Aktiengesellschaft
The Managing Board
Communicating company:
ABO Wind Aktiengesellschaft, Unter den Eichen 7, 65195 Wiesbaden, Germany
ISIN DE0005760029, Open Market (Market Segment m:access) of the Munich Stock Exchange
Contact / Communication person:
Alexander Koffka
Phone: +49 (0)611 267 65-515
Fax: +49 611 267 65-599
EMail: alexander.koffka@abo-wind.de
Important notes
This announcement is for information purposes only and does not constitute an offer to buy, sell, exchange or transfer any securities or a solicitation of an offer to purchase securities of ABO Wind AG in the United States of America or any other jurisdiction. The securities of ABO Wind AG mentioned herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States of America absent registration under the Securities Act or an applicable exemption from the registration requirements of the Securities Act. Neither ABO Wind AG nor any other party to the transaction intends to register any securities described herein under the Securities Act or with any securities regulators of any state or other jurisdiction in the United States of America in connection with this announcement. The securities may not be offered in any jurisdiction in circumstances which would require the preparation or registration of a prospectus or offering circular in relation to the securities in that jurisdiction.
In the United Kingdom, this information may only be forwarded and is only directed at (i) professional investors according to Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), as amended, or (ii) high net worth companies according to Article 49(2)(a) to (d) of the Order (all such persons together being referred to herein as "Relevant Persons"). The securities are only available to Relevant Persons and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with Relevant Persons. Any person who is not a Relevant Person should not act or rely on this announcement or any of its contents.
The securities referred to in this announcement may not be sold or offered for sale in Australia, Canada or Japan or to or for the account or benefit of persons resident or domiciled in Australia, Canada or Japan.
Neither ABO Wind AG nor any of its affiliates have taken any steps that would permit a public offering of the securities or the possession or distribution of this announcement or any other offer or advertising material in connection with these securities in any jurisdiction where such actions are required. In Member States of the European Economic Area ("EEA") where Regulation (EU) 2017/1129 as amended ("Prospectus Regulation") applies (the "Relevant Member States"), this communication and any subsequent offer is only addressed to persons who are "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation ("Qualified Investors"). Any person in the Relevant Member States who acquires or is offered securities in an offer of securities (an 'Investor') is deemed to have represented and agreed to be a Qualified Investor. Each investor will also be deemed to have represented and agreed that the securities acquired by it in the offering will not be acquired for persons in the EEA other than Qualified Investors or persons in the United Kingdom or other Member States (with equivalent legislation) for whom the investor has discretionary power to make decisions and that the securities have not been acquired for offer or resale in the EEA if this would result in an obligation for ABO Wind AG or any of its affiliates to publish a prospectus according to Article 3 of the Prospectus Regulation.
This release contains forward-looking statements that are subject to certain risks and uncertainties. Future results could differ materially from those currently anticipated due to various risk factors and uncertainties, including changes in business, economic and competitive conditions, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, and the availability of financing. ABO Wind AG assumes no responsibility to update the forward-looking statements contained in this release.
Announcement published 22.7.2020 (5.57 p.m.)
Today, the ABO Wind Managing Board has decided on a capital increase of up to nominally EUR 200,000 to up to EUR 8,670,893 by issuing up to 200,000 new shares from the company's Authorized Capital 2019. The decision is subject to approval by the Supervisory Board. The new shares are to be offered in a private placement, without subscription rights for shareholders, to investors selected at short notice at a price of EUR 20.40 per new share. The new shares are entitled to dividends from the current 2020 financial year. The expected issue proceeds of up to approximately four million euros will be used to pre-finance the development costs of future wind farms and solar parks in currently 16 countries worldwide.
At the end of March 2020, the Munich Stock Exchange admitted the ABO Wind share to trading on the open market. ABO Wind is now listed in the medium-sized segment m:access. Accordingly, ABO Wind is now obligated to publish ad-hoc announcements in accordance with the rules of the European Market Abuse Regulation (MAR). An ad-hoc announcement contains facts which are intended for immediate publication and which are likely to have a significant impact on the share price.
All published ad hoc reports are available on this website for the duration of at least five years.
