SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 or 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For April 12, 2003
Commission File Number: 1-15154
ALLIANZ AKTIENGESELLSCHAFT
Koeniginstrasse 28
80802 Munich
Germany
Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F.
Form 20-F |X| Form 40-F | |
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes | | No |X|
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-
THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE
REGISTRATION STATEMENT ON FORM S-8 (FILE NO. 333-13462) OF ALLIANZ
AKTIENGESELLSCHAFT AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT
IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY
FILED OR FURNISHED.
( BW)(ALLIANZ-AG)(ALZ) Capital Reorganisation
Business Editors
UK REGULATORY NEWS
MUNICH, Germany--(BUSINESS WIRE)--April 14, 2003--
Allianz sets subscription price for new shares at 38 Euros
With the approval of the supervisory board, the board of management of Allianz
AG has set the subscription price for the new shares that will be offered to
shareholders within the framework of the rights offering at 38 Euros per share.
Due to the positive market reception the total volume of the rights offering has
been increased from initially 3.5 to 4.0 billion Euros to about 4.4 billion
Euros. As already announced on March 20, 2003, Allianz intends to raise a total
volume of 5 billion Euros.
This represents a discount of about 41 percent, based on the closing price of
the Allianz share on March 19, 2003 (64.80 Euros), the day prior to the
announcement of the capital measures. Compared to the closing price of April 11,
2003 (56.95 Euros) the discount is about 33 percent. The subscription price for
the new profit participation certificates has been set at 59.20 Euros.
The syndicate banks have agreed to underwrite the rights issue, subject to
customary terms and conditions, at the subscription price.
Allianz has already announced that shareholders will be issued rights to
subscribe to 7 new Allianz shares with dividend entitlement for the fiscal year
2003 for each 15 existing Allianz shares. The holders of profit participation
rights will also be issued rights to subscribe to new profit participation
certificates at a ratio of 15:7. The subscription period for new Allianz shares
and profit participation certificates will start on April 15, 2003 and is
expected to end on April 29, 2003. In the time period starting April 15 up to
and including April 25, 2003 the subscription rights will be traded on the stock
exchange. During the trading period of the subscription rights, Allianz
shareholders and holders of profit participation certificates can also buy or
sell partial subscription rights on the stock exchange. Therefore it will be
possible to acquire rights to subscribe for a single new Allianz share or
Allianz profit participation certificate.
New shares and profit participation certificates will be available for Allianz
shareholders and holders of profit participation certificates after the
subscription period has ended, but at the earliest from April 30, 2003.
These assessments are, as always, subject to the disclaimer provided below.
end of ad-hoc-announcement
Issuer's information/explanatory remarks concerning this ad-hoc-announcement:
No Distribution into the United States, Canada, Australia and Japan This
statement is not being issued in the United States of America (USA), Canada,
Australia and Japan and should not be distributed to persons in or from these
countries or publications with a general circulation in these countries.
No Offer
This statement does not constitute an offer or invitation to subscribe for or
purchase any securities in any jurisdiction.
The securities of Allianz Aktiengesellschaft as described herein will not be
publicly offered or sold in the United States of America, Canada, Australia and
Japan and have not been and will not be registered under the United States
Securities Act of 1933. Consequently they may not be offered, sold or delivered,
directly or indirectly, within the United States absent registration under or an
applicable exemption from the registration requirements of the United States
securities laws.
Cautionary Note Regarding Forward-Looking Statements
Certain of the statements contained herein may be statements of future
expectations and other forward-looking statements that are based on management's
current views and assumptions and involve known and unknown risks and
uncertainties that could cause actual results, performance or events to differ
materially from those expressed or implied in such statements. In addition to
statements which are forward-looking by reason of context, the words 'may, will,
should, expects, plans, intends, anticipates, believes, estimates, predicts,
potential, or continue' and similar expressions identify forward-looking
statements. Actual results, performance or events may differ materially from
those in such statements due to, without limitation, (i) general economic
conditions, including in particular economic conditions in the Allianz Group's
core business and core markets, (ii) performance of financial markets, including
emerging markets, (iii) the frequency and severity of insured loss events, (iv)
mortality and morbidity levels and trends, (v) persistency levels, (vi) the
extent of credit defaults (vii) interest rate levels, (viii) currency exchange
rates including the Euro-U.S. dollar exchange rate, (ix) changing levels of
competition, (x) changes in laws and regulations, including monetary convergence
and the European Monetary Union, (xi) changes in the policies of central banks
and/or foreign governments, (xii) the impact of acquisitions, including related
integration issues, (xiii) reorganization measures and (xiv) general competitive
factors, in each case on a local, regional, national and/or global basis. Many
of these factors may be more likely to occur, or more pronounced, as a result of
terrorist activities and their consequences. The matters discussed herein may
also involve risks and uncertainties described from time to time in Allianz AG's
filings with the U.S. Securities and Exchange Commission. The company assumes no
obligation to update any forward-looking information.
No duty to update
The company assumes no obligation to update any information contained herein.
----------------------------------------------------------------------
WKN: 840400; ISIN: DE0008404005; Index: DAX-30, EURO STOXX 50
Listed: Amtlicher Markt in Berlin-Bremen, Dusseldorf, Frankfurt (Prime
Standard), Hamburg, Hannover, Munchen und Stuttgart; EUREX; Swiss
Exchange; London; Paris; NYSE
Short Name: Allianz AG
Category Code: CAR
Sequence Number: 00003895
Time of Receipt (offset from UTC): 20030414T110431+0100
CONTACT: Allianz AG
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
ALLIANZ AKTIENGESELLSCHAFT
By: /s/ Dr. Reinhard Preusche
---------------------------
Dr. Reinhard Preusche
Group Compliance
By: /s/ Dr. Giovanni Salerno
--------------------------
Dr. Giovanni Salerno
Group Compliance
Date: April 12, 2003