SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of: December 2003
Commission File Number: 001-16429
ABB Ltd
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(Exact name of registrant as specified in charter)
N/A
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(Translation of registrant's name into English)
Switzerland
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(Jurisdiction of organization)
P.O. Box 8131, Affolternstrasse 44, CH-8050, Zurich, Switzerland
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(Address of principal executive offices)
Registrant's telephone number, international: + 011-41-1-317-7111
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
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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
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If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-________
This Form 6-K consists of the following:
1. Press release of ABB Ltd, dated December 11, 2003, announcing rights
offering participation level.
THE MATERIAL SET FORTH HEREIN IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT
INTENDED, AND SHOULD NOT BE CONSTRUED, AS AN OFFER TO SELL, OR AS A SOLICITATION
OF AN OFFER TO PURCHASE, ANY SECURITIES. THE SECURITIES DESCRIBED HEREIN HAVE
NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS
AMENDED, OR THE LAWS OF ANY STATE, AND MAY NOT BE OFFERED OR SOLD WITHIN THE
UNITED STATES, EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT
SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE
STATE LAWS. THE COMPANY DOES NOT INTEND TO MAKE A PUBLIC OFFERING OF SECURITIES
IN THE UNITED STATES.
Press Release
For your business and technology editors
More than 99% of rights exercised in ABB capital increase
Final SEK offer price set at SEK 23.15
Zurich, Switzerland, December 11, 2003 - ABB, the leading power and automation
technology group, said today that in total more than 99 percent of subscription
rights were exercised in its US$ 2.5-billion capital increase.
"We view this very high level of participation as another strong vote of
confidence from our shareholders," said Peter Voser, ABB's chief financial
officer. "Together with our recent (euro)650-million bond and the new
US$1-billion credit facility, we now have the capital base to ensure the
long-term growth of our core businesses."
ABB expects to receive the proceeds from the capital increase on Friday,
December 12, 2003.
The capital increase consisted of a 7-for-10 rights offering for 840,006,602 new
registered shares at an offer price of CHF 4.00. The subscription period ended
on December 9, 2003. The new shares started trading yesterday, December 10.
Of the 944,550,486 rights registered in the SIS SegaInterSettle clearing system
in Switzerland, 942,659,380 rights were exercised to purchase 659,861,566
offered shares, which corresponds to a take-up of 99.8 percent.
Of the 255,458,946 rights registered in the VPC clearing system in Sweden, at
least 249,487,080 rights were exercised to purchase 174,640,956 shares,
corresponding to a take-up of 97.7 percent. In accordance with the Swedish
settlement timetable, the final number of new shares acquired by subscription
through VPC will be determined on December 16, 2003. ABB expects to announce the
final take-up results shortly thereafter.
The final Swedish krona offer price for the shares has been set at SEK 23.15.
The difference between this price and the preliminary Swedish krona offer price
of SEK 24.50 - which included a premium over the Swiss-franc price to allow for
exchange rate fluctuations - will be refunded, including interest, through VPC.
Eligible shareholders can expect to receive the refund on or about December 23,
2003.
Starting today and extending over the next several days, the syndicate banks are
placing in the market the remaining shares that were not taken up by existing
shareholders.
ABB (www.abb.com) is a leader in power and automation technologies that enable
utility and industry customers to improve performance while lowering
environmental impact. The ABB Group of companies operates in around 100
countries and employees about 120,000 people.
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Some of the information contained in this press release contains forward-looking
statements. Readers are cautioned that any such forward-looking statements are
not guarantees of future performance and involve risks and uncertainties, and
that actual results may differ materially from those in the forward-looking
statements as a result of various factors. ABB undertakes no obligation to
publicly update or revise any forward-looking statements.
The material set forth herein is for informational purposes only and is not
intended, and should not be construed, as an offer of securities for sale in the
United States. The securities described herein have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the "Securities
Act"), or the laws of any state, and may not be offered or sold within the
United States, except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act and applicable
state laws. There is no intention to register any portion of the offering
described herein in the United States or to conduct a public offering of
securities in the United States.
The information contained herein shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of the securities
referred to herein, in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration, exemption from registration or
qualification under the securities laws of any jurisdiction.
This press release does not constitute an offer of rights or shares for sale or
a solicitation of an offer to purchase rights or shares in Germany and is for
information purposes only. Readers of this press release are requested to inform
themselves about and to observe any such restrictions. No public offering of
rights or shares is being conducted in Germany. Any offer or sale of rights or
shares in Germany may only be made in compliance with the German Securities
Prospectus Act (Wertpapier-Verkaufsprospektgesetz). No sales prospectus
(Verkaufsprospekt) under the German Securities Sales Prospectus Act has been, or
will be, published with respect to the rights or shares.
The information contained herein is not for publication or distribution into
Italy. The public will not be solicited in Italy in connection with the
securities referred to herein and no securities will be offered, sold or
delivered in Italy and no copies of any offering document relating to the
securities will be delivered in Italy, unless such activities (i) are carried
out by or through intermediaries authorized to perform investment services in
Italy, (ii) either do not qualify as solicitation of investment or qualify as a
solicitation exempted from the requirement of a prospectus, and (iii) are
carried out in compliance with applicable securities and banking laws and
regulations.
Stabilization/FSA
For more information please contact:
ABB Corporate Communications, Zurich ABB Investor Relations
Thomas Schmidt Switzerland: Tel. +41 43 317 3804
Tel: +41 43 317 6568 Sweden: Tel. +46 21 325 719
Fax: +41 43 317 7958 USA: Tel. +1 203 750 7743
media.relations@ch.abb.com investor.relations@ch.abb.com
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.
ABB LTD
Date: December 15, 2003 By: /s/ HANS ENHORNING
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Name: Hans Enhorning
Title: Group Vice President,
Assistant General Counsel
By: /s/ FRANCOIS CHAMPAGNE
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Name: Francois Champagne
Title: Group Vice President,
Senior Counsel