euro adhoc: Capital measures / centrotherm photovoltaics passes resolution to integrate sister company centrotherm Thermal Solutions by way of payment-in-kind

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Company Information

14.10.2008

- Combined capital increase in cash and in kind and pre-emptive
rights for all shareholders - Issue of up to eight million new shares
with a 2:1 subscription ratio - Major shareholder Hartung
Beteiligungs GmbH accepts significant discount to auditor's valuation
for payment-in-kind

Blaubeuren, October 14, 2008 - With the approval of the Supervisory
Board, the Management Board of centrotherm photovoltaics AG has
passed a resolution today to perform a combined cash and non-cash
capital increase using approved capital, and with subscription rights
for shareholders. The aim is to increase the company's share capital
by up to EUR 8 million from currently EUR 16 million up to EUR 24
million. The new shares will be correspondingly offered to all
shareholders for subscription with a two to one subscription ratio.
Commerzbank AG, as the sole lead manager and sole bookrunner, will
manage the capital increase along with Landesbank Baden-Württemberg
as co-lead manager.

The shareholder Hartung Beteiligungs GmbH will use its subscription
rights by subscribing for a total of 4,224,293 new shares, thereby
contributing all its shares in centrotherm Thermal Solutions GmbH &
Co. KG and its general partner as payment in kind. The subscription
price for the new shares to be subscribed for against payment-in-kind
has been fixed at EUR 32.50 per new share. Hartung Beteiligungs has
stated ahead of the transaction that it is prepared to contribute its
shares in centrotherm Thermal Solutions with a significant discount
of around EUR 62 million compared with the valuation of around EUR199
million that has been calculated by Ernst & Young as an independent
auditing company.

The remaining shareholders are entitled to subscribe for a total of
3,775,707 new shares against cash contribution. In line with the 2:1
subscription ratio, two old shares of centrotherm photovoltaics AG
entitle the holder to subscribe for one new share. Shareholders'
depositary banks will register the subscription rights to
shareholders according to the status as of late October 16, and can
be exercised in the period between October 17 and October 31, 2008.
The subscription price for the new shares to be subscribed against
cash contribution will be announced prospectively on October 27,
2008. It will be fixed on the basis of the volume-weighted average
price of the centrotherm photovoltaics share in Xetra trading on the
Frankfurt Securities Exchange in the period between October 22, 2008
and October 24, 2008, with a discount reflecting market environment.
The subscription price for new shares to be subscribed against cash
contribution will amount to a maximum of EUR 32.50 per share, thereby
not exceeding the subscription price for the new shares subscribed
against payment in kind. No arrangements have been made for trading
in the subscription rights. The scope of the capital increase in cash
and in kind will reflect the extent to which shareholders subscribe
for the new shares. The syndicate banks, in coordination with
centrotherm photovoltaics AG, may place any new shares not subscribed
for on the basis of the subscription offer among institutional
investors as part of an international private placement. The
syndicate banks have neither the right nor the obligation to acquire
and resell new shares that have not been subscribed for. centrotherm
Thermal Solutions supplies centrotherm photovoltaics with thermal
equipments as part of an exclusive cooperation agreement. This supply
is either sold as individual equipment, or used in turnkey production
lines for the manufacturing of solar cells. centrotherm Thermal
Solutions currently employs a workforce of over 400 people, and
achieved 2007 sales of EUR 106.5 million (on the basis of IFRS
accounting), and an EBIT of EUR 7.1 million. In the first half of
2008, it achieved IFRS sales of EUR 78.5 million, and an EBIT of EUR
8.2 million.

Further information on the capital increase can be found in the
securities prospectus, which the Federal Financial Supervisory
Authority (BaFin) will prospectively approve on October 15, 2008, and
which will be published on the company's website at
www.centrotherm-pv.de.

centrotherm photovoltaics is withdrawing the earnings forecast it
issued on March 31 of this year as a result of the forthcoming
capital measures, for which the company will issue a securities
prospectus. This does not imply any statement as to whether sales or
earnings for the 2008 financial year will be higher or lower than
originally forecasted. As a result of the high level of its order
backlog and business growth to date, centrotherm photovoltaics
continues to assume a significant rise in sales compared with the
2007 financial year, accompanied by a further good return on sales,
even excluding the integration of centrotherm Thermal Solutions.

centrotherm photovoltaics also intends to acquire up to 158,549
shares in the market as part of a share buy-back program,
prospectively after the conclusion of the capital increase and until
December 31, 2008 the latest. The intention is that these shares will
be transferred to Dr. Albrecht Mozer as part-payment for the sale of
shares in SolMic GmbH that was announced on August 22, 2008.

Disclaimer This publication represents neither an offer for sale nor
a solicitation to purchase securities in Germany, the United States
of America, or any other jurisdiction. The company's securities are
not, and will not, be offered for public sale outside Germany. A
public offer in Germany will occur exclusively through, and on the
basis of, a published securities prospectus. Only such a securities
prospectus contains the legally required information for investors.
As part of the public offer in Germany, the securities prospectus
will be available free of charge on the company's website, and a
printed copy will be available on request during normal business
hours from the company and banks forming the syndicate.

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end of announcement euro adhoc
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ots Originaltext: centrotherm photovoltaics AG
Im Internet recherchierbar: http://www.presseportal.de

Further inquiry note:

Company contact:

Saskia Schultz-Ebert

Senior Manager Investor Relations

Tel: +49 7344 918-8890

E-mail: saskia.schultz-ebert@centrotherm.de

Press contact:

Christina Siebels, Grit Pauli

HOSCHKE & CONSORTEN Public Relations GmbH

Tel: +49 40 3690 50-58 /-31

E-mail: c.siebels@hoschke.de; g.pauli@hoschke.de

Branche: Energy
ISIN: DE000A0JMMN2
WKN: A0JMMN
Börsen: Börse Frankfurt / regulated dealing/prime standard