ESSEN, Germany, March 27, 2012 /PRNewswire/ -- Elster (NYSE: ELT) today announced that it has filed a shelf registration statement on Form F-3 with the U.S. Securities and Exchange Commission (SEC). Under the shelf registration statement, once declared effective by the SEC, Rembrandt Holdings S.A. (Rembrandt), Elster's largest shareholder, and Nachtwache Reserve GmbH, a wholly owned subsidiary of Rembrandt (together with Rembrandt, the Selling Shareholders), may offer and sell from time to time, in one or more offerings, up to 70,179,301 American Depositary Shares (ADSs).
"This shelf registration provides our large private equity shareholder with a flexible mechanism to potentially reduce their holdings in the company," said Rainer Beaujean, chief financial officer of Elster.
The specifics of any future offerings, including the amount of ADSs to be offered and the offering price, will be determined at the time of any such offerings and will be described in detail in a prospectus supplement filed at the time of any such offerings.
Elster is not issuing or selling any shares and will not receive any proceeds from the sale of the securities sold by the Selling Shareholders.
A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time that the registration statement becomes effective. This release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. The securities referred to herein have not been and will not be registered under the applicable securities laws of any jurisdiction outside of the United States of America.
Elster (NYSE: ELT) is one of the world's largest electricity, gas and water measurement and control providers. Its offerings include distribution monitoring and control, advanced Smart Metering, demand response, networking and software solutions, and numerous related communications and services – key components for enabling consumer choice, operational efficiency and conservation. Its products and solutions are widely used by utilities in the traditional and emerging Smart Grid markets.
Elster has one of the most extensive installed revenue measurement bases in the world, with more than 200 million metering devices deployed over the course of the last 10 years. It sells its products and services in more than 130 countries across electricity, gas, water and multi-utility applications for residential, commercial and industrial, and transmission and distribution applications. For more information about Elster, please visit www.elster.com